Common use of Credit Decision Clause in Contracts

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates has made any representations or warranties to it and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the Company, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, operations, property, financial and other condition and creditworthiness of the Company and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral 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 to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, financial and other condition or creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliates.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, the value of and title to any collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Company and its Subsidiaries, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the Companyany Borrower and its respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 its respective Affiliates, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Purchaser acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates has not made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the CompanyCompanies and the other Note Parties, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any LenderPurchaser. Each Lender Purchaser represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, prospects, operations, property, financial and other condition and creditworthiness of the Company Companies and the other Note Parties, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Companies hereunder. Each Lender Purchaser also represents that it will, independently and without reliance upon the Agent, the Collateral 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 AgreementAgreement and the other Investment Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyNote Parties. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Purchasers by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the Agent shall not have any duty or responsibility to provide any Lender Purchaser with any credit or other information concerning the business, prospects, operations, property, financial and or other condition or creditworthiness of the Company or any of its Affiliates Note Party which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesAgent.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the CompanyCompanies and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Company and its Subsidiaries, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Companies hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Companyeach Company and each Subsidiary. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the any Company or any of its Affiliates other Person which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither the Agent nor the Collateral Agent nor any none of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyLoan Parties and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Loan Parties and their Subsidiaries, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Loan Parties hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyLoan Parties. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Loan Parties which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Company and its Subsidiaries, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- --------------- Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the Company or any Subsidiary or Affiliate of the Company, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company or any Subsidiary or Affiliate of the Company, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 or other condition or creditworthiness of the Company or any Subsidiary or Affiliate of its Affiliates the Company which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent Joint Bookrunners nor any of their respective partnersAffiliates, officers, directors, employees, attorneys, agents, agents or attorneys-in-fact or Affiliates has have made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent Joint Bookrunners hereafter taken, including any review of the affairs of the CompanyBorrower or the Guarantors, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent Joint Bookrunners to any Lender. Each Lender represents acknowledges to the Agent and the Collateral Agent Joint Bookrunners that it has, independently and without reliance upon the Agent, the Collateral Agent or any other LenderJoint Bookrunners, 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 the Company Borrower or the Guarantors and their Affiliates and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents acknowledges that it will, independently and without reliance upon the Agent, the Collateral Agent or any other LenderJoint Bookrunners, 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 AgreementAgreement and the other Transaction Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower or the Guarantors. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the Agent The Joint Bookrunners 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent Joint Bookrunners or any of its partners, their respective officers, directors, employees, agents, attorneys-in-fact or Affiliates.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyLoan Parties and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Loan Parties or the other Consolidated Members, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Loan Parties. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company any Loan Party or any of its Affiliates other Consolidated Member which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither the Agent nor the Collateral Agent nor any none of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCo-Borrowers and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Co-Borrowers and their Subsidiaries, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Co-Borrowers hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyCo-Borrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Co-Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender Bank expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyBorrower, and each of its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Administrative Agent to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the Agent, the Collateral Administrative 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, prospects, operations, property, financial and other condition and creditworthiness of the Company Borrower, and each of its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated thereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the Agent, the Collateral Administrative 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Administrative Agent hereunder or are furnished (which shall be deemed to include documents delivered to the Administrative Agent with sufficient copies for each Bank pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersSections 4.01, 6.01 and 6.02), 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers and their respective Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither the Agent nor the Collateral Agent nor any none of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor Agents or any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Parties has made any representations representation or warranties warranty to it it, and that no act by the an Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the such Agent or the Collateral Agent Related Parties to any Lender. Each Lender represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the Agent, the Collateral any Agent or any other Lender, Related Party 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 condition, and creditworthiness of the Company Borrowers and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral any Agent or any other Lender, Related Party 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyBorrowers. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendersan Agent, the neither 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 the Company or any of its Affiliates Borrower which may come into the possession of the any of such Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Parties.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Person.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral either Agent hereafter taken, including any review of the affairs of the CompanyBorrowers and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers and their Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendersan Agent, the neither 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 the Company or any of its Affiliates either Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Person.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- --------------- Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, the value of and title to any collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter any Agent-Related Person hereinafter taken, including any review of the affairs of the CompanyBorrower and its Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent each Agent-Related Person that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent Arrangers nor any of their respective partnersAffiliates, officers, directors, employees, attorneys, agents, agents or attorneys-in-fact or Affiliates has have made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent Arrangers hereafter taken, including any review of the affairs of the CompanyIssuer or the Guarantors, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent Arrangers to any Lender. Each Lender represents acknowledges to the Agent and the Collateral Agent Arrangers that it has, independently and without reliance upon the Agent, the Collateral Agent or any other LenderArrangers, 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 the Company Issuer or the Guarantors and their Affiliates and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents acknowledges that it will, independently and without reliance upon the Agent, the Collateral Agent or any other LenderArrangers, 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 AgreementAgreement and the other Transaction Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyIssuer or the Guarantors. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the Agent The Arrangers 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 the Company or any of its Affiliates Issuer which may come into the possession of the Agent Arrangers or any of its partners, their respective officers, directors, employees, agents, attorneys-in-fact or Affiliates.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents confirms to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of Parent, the CompanyBorrower and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Administrative Agent/Related Persons has made any representations representation or warranties warranty to it and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the Companyeither Borrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Administrative Agent to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the Agent, the Collateral Administrative 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, prospects, operations, property, financial and other condition and creditworthiness of each Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the Company transactions contemplated thereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to each Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral Administrative 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 evaluations and decisions in taking or not taking action under this AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Companyeach Borrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates either Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliatesthe Administrative Agent/Related Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyParent, Borrowers and their respective Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Parent, Borrowers and any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyParent, Borrowers and any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Parent, Borrowers and any of its Affiliates which other Person party to a Loan Document that may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Lending Party acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderLending Party. Each Lender Lending Party represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company and its Subsidiaries hereunder. Each Lender Lending Party also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Credit Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Lending Parties by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the Agent shall not have any duty or responsibility to provide any Lender Lending Party with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Administrative Agent nor any of their respective partnersits Affiliates, officers, directors, employees, attorneys, agents, agents or attorneys-in-fact or Affiliates has have made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any consent to and acceptance of any assignment or any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Administrative Agent to any LenderLender as to any matter, including whether the Administrative Agent has disclosed material information in its possession. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the Agent, the Collateral Administrative 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, prospects, operations, property, financial and other condition and creditworthiness of the Company and its Subsidiaries and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral Administrative 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyCompany and its Subsidiaries. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates which may come into the possession of any of the Administrative Agent or any of its partnerstheir Affiliates, officers, directors, employees, agents, agents or attorneys-in-fact or Affiliatesfact.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrower and any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower and any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Borrower and any of its Affiliates which other Person party to a Loan Document that may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessbusiness prospects, operations, property, financial and or other condition or creditworthiness of the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, the value or and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company and its Subsidiaries hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the Company, Borrowers shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyParent and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Parent and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers and other Loan Parties. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Loan Party which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCredit Parties and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Credit Parties and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Credit Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyCredit Parties and their Affiliates. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Credit Parties and their Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Loan Parties, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Loan Parties which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any none of their respective partners, officers, directors, employees, attorneys, agents, attorneysAdministrative Agent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Administrative Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it such Lender has, independently and without reliance upon the any Administrative Agent, the Collateral Agent or any other Lender, -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 credit worthiness of Company and its Subsidiaries, and all applicable Lender regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Administrative Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness credit worthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 credit worthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAdministrative Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each US Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the any US Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyUS Borrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any US Lender. Each US Lender represents to the Agent and the Collateral each US Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company US Borrowers and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the US Borrowers. Each US Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyUS Borrowers. Except for notices, reports and other documents expressly herein required to be furnished to the US Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendersa US Agent, the such US Agent shall not have any duty or responsibility to provide any US Lender with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of the Company Credit Parties or any of its Affiliates their Subsidiaries which may be or come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrowers and any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers and any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Borrowers and any of its Affiliates which other Person party to a Loan Document that may come into the possession of any of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent Joint Bookrunners nor any of their respective partnersAffiliates, officers, directors, employees, attorneys, agents, agents or attorneys-in-fact or Affiliates has have made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent Joint Bookrunners hereafter taken, including any review of the affairs of the CompanyBorrower or the Guarantors, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent Joint Bookrunners to any Lender. Each Lender represents acknowledges to the Agent and the Collateral Agent Joint Bookrunners that it has, independently and without reliance upon the Agent, the Collateral Agent or any other LenderJoint Bookrunners, 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 the Company Borrower or the Guarantors and their Affiliates and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents acknowledges that it will, independently and without reliance upon the Agent, the Collateral Agent or any other LenderJoint Bookrunners, 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 AgreementAgreement and the other Transaction Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower or the Guarantors. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the Agent The Joint Bookrunners 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent Arrangers or any of its partners, their respective officers, directors, employees, agents, attorneys-in-fact or Affiliates.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower Parties and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrower Parties and their Affiliates, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower Parties. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower Parties which may come into the possession of any of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender Bank expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers, the Parent and their Subsidiaries shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, prospects, operations, property, financial and other condition and creditworthiness of the Company Borrowers, the Parent and their Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated thereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Borrowers hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the Agent, the Collateral 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers, the Parent and their Subsidiaries. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrowers, the Parent and their Subsidiaries which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysno Agent-in-fact or Affiliates Related Person has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operationsprospects, propertyproperties, operations or condition, financial and other condition or otherwise, and creditworthiness of the Company and its Subsidiaries and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 to make such investigation investigations as it deems necessary to inform itself as to the business, operationsprospects, propertyproperties, operations or condition, financial and other condition or otherwise, and creditworthiness of the CompanyCompany and its Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendershereunder, the Agent no Agent-Related Person shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operationsprospects, propertyproperties, operations or condition, financial or otherwise, and other condition or creditworthiness of the Company or any of and its Affiliates Subsidiaries which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Person.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Credit Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral Agent or any other Lender, 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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliatesthe Agent- Related Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Obligors and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyObligors and their Affiliates. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company Obligors or any of its their Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates has made any representations no representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any consent and acceptance of any assignment or review of the affairs of the CompanyBorrower, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any LenderLender as to any matter, including whether Agent has disclosed material information in its possession. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, prospects, operations, property, financial and other condition and creditworthiness of the Company Borrower, and made its own decision to make its Loans hereunder and enter into this AgreementLoan Agreement and to extend credit to Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral 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 AgreementLoan Agreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 or other condition or creditworthiness of the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesAgent.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyBorrowers. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyHoldings and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Holdings and its Subsidiaries, the Company value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to any Loan Party hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Companyany Loan Party. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company Holdings or any of its Affiliates Subsidiary which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower and its Subsidiaries hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompanies and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Companies and their Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to either of the Companies hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of either of the CompanyCompanies. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Companies which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, 98 107 and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral any Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Person has made any representations or warranties to it and that no act by the Agent or the Collateral any Agent hereafter taken, including without limitation any review of the affairs of the CompanyBorrower or any Affiliate of Borrower, shall be deemed to constitute any representation or warranty by the Agent or the Collateral such Agent to any Lender. Each Lender represents to the Agent and the Collateral each Agent that it has, independently and without reliance upon the Agent, the Collateral any 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, operations, propertyproperty (including the Property), financial prospects, and other condition and creditworthiness of the Company Borrower and its Affiliates and made its own decision to make its Loans pro rata share of the Loan hereunder and enter into this AgreementAgreement and extend credit to Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral any 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 AgreementAgreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, propertyproperty (including the Property), financial prospects , and other condition and creditworthiness of the CompanyBorrower and their Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders Lender by the any Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendershereunder, the no Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, propertyproperty (including the Property), condition (financial and other condition or otherwise), prospects or creditworthiness of the Company any Borrower, any Affiliate of any Borrower or any of its Affiliates which Property that may come into the possession of the any Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 or other condition or creditworthiness of the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the either Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the Companya Loan Party or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral each Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Loan Parties and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyLoan Parties. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates the Loan Parties which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates AgentRelated Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the Companyeither Borrower or its respective Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers and their respective Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliatesthe AgentRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, financial and other condition or creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliates.and

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyLoan Parties and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Loan Parties and their Affiliates, and all applicable laws and regulations relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Loan Parties. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyLoan Parties and their Affiliates. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company Loan Parties or any of its their Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent any Agent-Related Person hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent- Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, the value of and title to any Collateral and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyParent and its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Parent, Borrower and any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyParent, Borrower and any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Parent, Borrower and any of its Affiliates which other Person 112 party to a Loan Document that may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers and their Affiliates. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Borrowers and their Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysno --------------- Agent-in-fact or Affiliates Related Person has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operationsprospects, propertyproperties, operations or condition, financial and other condition or otherwise, and creditworthiness of the Company and its Subsidiaries and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 to make such investigation investigations as it deems necessary to inform itself as to the business, operationsprospects, propertyproperties, operations or condition, financial and other condition or otherwise, and creditworthiness of the CompanyCompany and its Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendershereunder, the Agent no Agent-Related Person shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operationsprospects, propertyproperties, operations or condition, financial or otherwise, and other condition or creditworthiness of the Company or any of and its Affiliates Subsidiaries which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Person.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent‑Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 or other condition or creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliatesthe Agent‑Related Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Administrative Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none --------------- of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it such Lender and that no act by the any Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers, or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or the Collateral such Agent to any Lender. Each Lender represents to the Agent and the Collateral each Agent that it such Lender has, independently and without reliance upon the Agent, the Collateral such Agent or any other Lender, and based on such documents and information as it such Lender has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial Properties and other condition and the creditworthiness of the Company Borrowers and all applicable Legal Requirements relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral any 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, financial Properties and other condition and the creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendersany Agent, the such Agent shall not have any no duty or responsibility to provide any Lender with any credit or other information concerning the businessProperties, operations, property, financial and other condition the Borrowers or creditworthiness any Affiliate of the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter any Agent- Related Person hereinafter taken, including any review of the affairs of the CompanyObligors and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Obligors and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Obligors. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyObligors. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Obligors which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- --------------- Related Persons has made any representations representation or warranties warranty to it it, and that no act by any of the Agent or the Collateral Agent hereafter Agents hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to each of the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company and/or Medis, as applicable, hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyCompany and/or Medis, as applicable. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account Agents, none of the Lenders, the Agent Agents 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of --------------- the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower and its Subsidiaries hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor Agents or any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the an Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the such Agent or the Collateral Agent Related Persons to any Lender. Each Lender represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the Agent, the Collateral any Agent or any other Lender, 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 the Company Borrowers and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral any Agent or any other Lender, 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyBorrowers. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendersan Agent, the neither 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 the Company or any of its Affiliates Borrower which may come into the possession of the any of such Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the any Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgents, the Agent Agents 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral either Agent hereafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral any Agent to any Lender. Each Lender represents to the Agent and the Collateral each Agent that it has, independently and without reliance upon the Agent, the Collateral any 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, prospects, operations, property, financial and other condition and creditworthiness of the Company and its Subsidiaries, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral any 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 or other condition or creditworthiness of the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesAdministrative Agent.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company and its Subsidiaries hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the Agent shall not have any duty or responsibility to provide any Lender Bank with any credit or other -82- 91 information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrower or any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower or any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company Borrower or any of its Affiliates which other Person party to a Loan Document that may come into the possession of any of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyObligated Parties and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Obligated Parties and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyObligated Parties. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender Bank expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the Company, Company and its Subsidiaries shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, prospects, operations, property, financial and other condition and creditworthiness of the Company and its Subsidiaries and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Company hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the Agent, the Collateral 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lendershereunder, the 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliatesthe Agent- Related Persons.

Credit Decision. Each Lender Bank expressly acknowledges that neither the Agent nor the Collateral Agent any of its affiliates nor any of their respective partnersofficer, officersdirector, directorsemployee, employeesagent, attorneys, agents, attorneysattorney-in-fact or Affiliates of any of them has made any representations representation or warranties warranty to it and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the Company, Company and its Subsidiaries or any Borrower shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, prospects, operations, property, financial and other condition and creditworthiness of the Company and its Subsidiaries and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and extend credit to the Borrowers and the Designated Subsidiaries. Each Lender Bank also represents that it will, independently and without reliance upon the Agent, the Collateral 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 AgreementAgreement and the other Credit Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyCompany and its Subsidiaries or any Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company and its Subsidiaries or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or Affiliates.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related --------------- Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, the value of and title to any collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys--------------- Administrative Agent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Administrative Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Administrative Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Administrative Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Administrative Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 or other condition or creditworthiness of the Company or any of its Affiliates Borrower which may come into the possession of any of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the Company or any Subsidiary or Affiliate of the Company, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company or any Subsidiary or Affiliate of the Company, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 or other condition or creditworthiness of the Company or any Subsidiary or Affiliate of its Affiliates the Company which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the CompanyBorrower and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and their Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Person.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any none of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related --------------- Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower , shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent Agent-Related Persons to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral Agent or any other Lender, -Related Persons 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 all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral Agent or any other Lender, -Related Persons 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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysAgent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrowers and any other Person party to a 109 Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers and any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Borrowers and any of its Affiliates which other Person party to a Loan Document that may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower and its Affiliates. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company Borrower or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the either Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgents, the neither 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly (and Bank Product Provider) acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the any Co-Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderLender (or Bank Product Provider). Each Lender represents (and by entering into a Bank Product Agreement, each Bank Product Provider shall be deemed to the Agent and the Collateral represent) to Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -Related Person and based on such due diligence, 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 or any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents (and by entering into a Bank Product Agreement, each Bank Product Provider shall be deemed to represent) that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower or any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent, neither Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the nor any Co-Collateral Agent shall not have any duty or responsibility to provide any Lender (or Bank Product Provider) with any credit or other information concerning the business, prospects, operations, property, financial and other condition or creditworthiness of the Company Borrower or any of its Affiliates which other Person party to a Loan Document that may come into the possession of any of the Agent-Related Persons. Each Lender acknowledges (and by entering into a Bank Product Agreement, each Bank Product Provider shall be deemed to acknowledge) that neither Agent nor any Co-Collateral Agent has any duty or responsibility, either initially or on a continuing basis (except to the extent, if any, that is expressly specified herein) to provide such Lender (or Bank Product Provider) with any credit or other information with respect to Borrower, its Affiliates or any of its partnerstheir respective business, officerslegal, directorsfinancial or other affairs, employees, agents, attorneysand irrespective of whether such information came into Agent’s or any Co-in-fact Collateral Agent’s or their respective Affiliates’ or representatives’ possession before or after the date on which such Lender became a party to this Agreement (or such Bank Product Provider entered into a Bank Product Agreement).

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgents or Agent-in-fact or Affiliates has Related Persons have made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent Agents or the Collateral Agent any Agent- Related Persons to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -Related Persons 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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -Related Persons 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 AgreementAgreement and any Note, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgents, the Agent Agents 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 the Company or any of its Affiliates which may come into the possession of any of the Agent Agents or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral Agent or any other Lender, -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 Borrower and any other Person party to a Transaction Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Transaction Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower and any other Person party to a Transaction Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Borrower and any of its Affiliates which other Person party to a Transaction Document that may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- --------------- Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, the value of and title to any Collateral and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower and its Subsidiaries. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of Borrower and its Affiliates Subsidiaries which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates has not made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter taken, including any review of the affairs of the Company, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent, the Collateral 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, prospects, operations, property, financial and other condition and creditworthiness of the Company Company, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the Agent, the Collateral 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 AgreementAgreement and the other Transaction Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 or other condition or creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesAgent.

Credit Decision. Each Lender Bank expressly acknowledges that neither the Agent Arranger nor the Collateral Documentation Agent nor any of their respective partnersAffiliates, officers, directors, employees, attorneys, agents, agents or attorneys-in-fact or Affiliates has made any representations representation or warranties warranty to it it, and that no act by the Agent Arranger or the Collateral Documentation Agent hereafter taken, including any review of the affairs of the CompanyBorrower, shall be deemed to constitute any representation or warranty by the Agent Arranger or the Collateral Documentation Agent to any LenderBank. Each Lender Bank represents to the Agent Arranger and the Collateral Documentation Agent that it has, independently and without reliance upon the Arranger or the Documentation Agent, the Collateral 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, prospects, operations, property, financial condition, creditworthiness and other condition and creditworthiness affairs of the Company Borrower and its affiliates and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender Bank also represents that it will, independently and without reliance upon the Arranger or the Documentation Agent, the Collateral 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 AgreementAgreement and the other Credit Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial condition, creditworthiness and other condition and creditworthiness affairs of the CompanyBorrower. Except for notices, reports and other documents expressly required to be furnished to Neither the Lenders by Arranger nor the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the Lenders, the Documentation 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 condition, creditworthiness or other condition or creditworthiness affairs of the Company or any of its Affiliates Borrower which may come into the possession of the Arranger or the Documentation Agent or any of its partners, their respective officers, directors, employees, agents, attorneys-in-fact or Affiliatesaffiliates.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys--------------- Agent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers and their Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrowers and their Affiliates, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition condition, and creditworthiness of the CompanyBorrowers. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys--------------- Agent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the any Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent Agents that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company Borrower and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrower. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgents, the Agent Agents 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 the Company or any of its Affiliates Borrower which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly Bank acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Agent- --------------- Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Administrative Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Administrative Agent-Related Person to any LenderBank. Each Lender Bank represents to the Agent and the Collateral Administrative Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender Bank also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Banks by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAdministrative Agent, 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 the Company or any of its Affiliates Borrowers which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneysAgent-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyCompany and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 the Company and its Subsidiaries, the value of and title to any Collateral, and all applicable bank regulatory laws relating to the transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to the Company hereunder. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the Company. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 80 87 creditworthiness of the Company or any of its Affiliates which may come into the possession of the Agent or any of its partners, officers, directors, employees, agents, attorneysthe Agent-in-fact or AffiliatesRelated Persons.

Credit Decision. Each Lender expressly acknowledges that neither none of the Agent nor the Collateral Agent nor any of their respective partners, officers, directors, employees, attorneys, agents, attorneys-in-fact or Affiliates Related Persons has made any representations representation or warranties warranty to it it, and that no act by the Agent or the Collateral Agent hereafter hereinafter taken, including any review of the affairs of the CompanyBorrowers, Guarantors and their respective Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or the Collateral Agent any Agent-Related Person to any Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 Borrowers, Guarantors and any other Person party to a Loan Document, and all applicable bank regulatory laws relating to the Company transactions contemplated hereby, and made its own decision to make its Loans hereunder and enter into this AgreementAgreement and to extend credit to Borrowers. Each Lender also represents that it will, independently and without reliance upon the any Agent, the Collateral Agent or any other Lender, -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 AgreementAgreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, financial and other condition and creditworthiness of the CompanyBorrowers, Guarantors and any other Person party to a Loan Document. Except for notices, reports reports, and other documents expressly herein required to be furnished to the Lenders by the Agent hereunder or are furnished to the Agent pursuant to the terms hereof in sufficient copies or counterparts for or for the account of the LendersAgent, the 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 the Company or Borrowers, Guarantors and any of its Affiliates which other Person party to a Loan Document that may come into the possession of any of the Agent or any of its partners, officers, directors, employees, agents, attorneys-in-fact or AffiliatesRelated Persons.