Common use of Duty of Collateral Agent Clause in Contracts

Duty of Collateral Agent. The Collateral Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. The powers conferred on the Collateral Agent hereunder are solely to protect the Collateral Agent’s interest in the Collateral and shall not impose any duty upon the Collateral Agent to exercise any such powers. The Collateral Agent shall be accountable only for amounts that it receives as a result of the exercise of such powers, and neither it nor any of its Related Persons shall be responsible to any Grantor or Secured Party for any act or failure to act hereunder, except for their own gross negligence or willful misconduct as finally determined by a court of competent jurisdiction. IN ADDITION, THE COLLATERAL AGENT SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE TO ANY COLLATERAL, OR FOR ANY DIMINUTION IN THE VALUE THEREOF, BY REASON OF THE ACT OR OMISSION OF ANY WAREHOUSEMEN, CARRIER, FORWARDING AGENCY, CONSIGNEE OR OTHER BAILEE IF SUCH PERSON HAS BEEN SELECTED BY THE COLLATERAL AGENT IN GOOD FAITH.

Duty of Collateral Agent. The Collateral Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. The powers conferred on the Collateral Agent hereunder are solely to protect the Collateral Agent’s interest in the Collateral and shall not impose any duty upon the Collateral Agent to exercise any such powers. The Collateral Agent shall be accountable only for amounts that it receives as a result of the exercise of such powers, and neither it nor any of its Related Persons Parties shall be responsible to any Grantor or Secured Party Wholly Owned Opco Guarantor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct as finally determined by a court of competent jurisdiction. IN ADDITIONIn addition, THE COLLATERAL AGENT SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE TO ANY COLLATERALthe Collateral Agent shall not be liable or responsible for any loss or damage to any Collateral, OR FOR ANY DIMINUTION IN THE VALUE THEREOFor for any diminution in the value thereof, BY REASON OF THE ACT OR OMISSION OF ANY WAREHOUSEMENby reason of the act or omission of any warehousemen, CARRIERcarrier, FORWARDING AGENCYforwarding agency, CONSIGNEE OR OTHER BAILEE IF SUCH PERSON HAS BEEN SELECTED BY THE COLLATERAL AGENT IN GOOD FAITHconsignee or other bailee if such Person has been selected by the Collateral Agent in good faith, except to the extent such loss or damage results from acts or omissions on the part of the Collateral Agent, and such acts or omissions constitute gross negligence or willful misconduct. The duties, responsibilities and obligations of the Collateral Agent shall be limited to those expressly set forth herein (and in the other Loan Documents to which the Collateral Agent is a party) and no other duties, responsibilities or obligations shall be inferred or implied against the Collateral Agent.

Duty of Collateral Agent. The Collateral Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. The powers conferred on the Collateral Agent hereunder are solely to protect the Collateral Agent’s interest in the Collateral and shall not impose any duty upon the Collateral Agent to exercise any such powers. The Collateral Agent shall be accountable only for amounts that it receives as a result of the exercise of such powers, and neither it nor any of its Related Persons Parties shall be responsible to any Grantor or Secured Party Wholly Owned Holdco Guarantor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct as finally determined by a court of competent jurisdiction. IN ADDITIONIn addition, THE COLLATERAL AGENT SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE TO ANY COLLATERALthe Collateral Agent shall not be liable or responsible for any loss or damage to any Collateral, OR FOR ANY DIMINUTION IN THE VALUE THEREOFor for any diminution in the value thereof, BY REASON OF THE ACT OR OMISSION OF ANY WAREHOUSEMENby reason of the act or omission of any warehousemen, CARRIERcarrier, FORWARDING AGENCYforwarding agency, CONSIGNEE OR OTHER BAILEE IF SUCH PERSON HAS BEEN SELECTED BY THE COLLATERAL AGENT IN GOOD FAITHconsignee or other bailee if such Person has been selected by the Collateral Agent in good faith, except to the extent such loss or damage results from acts or omissions on the part of the Collateral Agent, and such acts or omissions constitute gross negligence or willful misconduct. The duties, responsibilities and obligations of the Collateral Agent shall be limited to those expressly set forth herein (and in the other Loan Documents to which the Collateral Agent is a party) and no other duties, responsibilities or obligations shall be inferred or implied against the Collateral Agent.

Duty of Collateral Agent. The Collateral Agent’s 's sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession possession, under Section 9-207 of the Code or otherwise, shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. Except as expressly required by the Code, none of the Collateral Agent or any Lender nor any of their respective officers, directors, employees or agents shall be liable for failure to demand, collect or realize upon any of the Collateral or for any delay in doing so or shall be under any obligation to sell or otherwise dispose of any Collateral upon the request of the Grantor or any other Person or to take any other action whatsoever with regard to the Collateral or any part thereof. The powers conferred on the Collateral Agent and the Lenders hereunder are solely to protect the Collateral Agent’s interest 's and the Lenders' interests in the Collateral and shall not impose any duty upon the Collateral Agent or any Lender to exercise any such powers. The Collateral Agent and the Lenders shall be accountable only for amounts that it receives they actually receive as a result of the exercise of such powers, and neither it they nor any of its Related Persons their officers, directors, employees or agents shall be responsible to any the Grantor or Secured Party for any act or failure to act hereunder, except for their own gross negligence or willful misconduct as finally determined by a court misconduct. Notwithstanding the foregoing, neither the Grantor, the Collateral Agent nor any Lender shall be liable for any special, indirect, consequential or punitive damages, even if it has been advised of competent jurisdiction. IN ADDITION, THE COLLATERAL AGENT SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE TO ANY COLLATERAL, OR FOR ANY DIMINUTION IN THE VALUE THEREOF, BY REASON OF THE ACT OR OMISSION OF ANY WAREHOUSEMEN, CARRIER, FORWARDING AGENCY, CONSIGNEE OR OTHER BAILEE IF SUCH PERSON HAS BEEN SELECTED BY THE COLLATERAL AGENT IN GOOD FAITHthe possibility of such damages.

Duty of Collateral Agent. The Collateral Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. The powers conferred on the Collateral Agent hereunder are solely to protect the Collateral Agent’s interest in the Collateral and shall not impose any duty upon the Collateral Agent to exercise any such powers. The Collateral Agent shall be accountable only for amounts that it receives as a result of the exercise of such powers, and neither it nor any of its Related Persons officers, directors, employees, agents and representatives shall be responsible to any Grantor or Secured Party the Pledgor for any act or failure to act hereunder, except for their own gross negligence or willful misconduct as finally determined by a court of competent jurisdiction. IN ADDITIONIn addition, THE COLLATERAL AGENT SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE TO ANY COLLATERALthe Collateral Agent shall not be liable or responsible for any loss or damage to any Collateral, OR FOR ANY DIMINUTION IN THE VALUE THEREOFor for any diminution in the value thereof, BY REASON OF THE ACT OR OMISSION OF ANY WAREHOUSEMENby reason of the act or omission of any warehousemen, CARRIERcarrier, FORWARDING AGENCYforwarding agency, CONSIGNEE OR OTHER BAILEE IF SUCH PERSON HAS BEEN SELECTED BY THE COLLATERAL AGENT IN GOOD FAITHconsignee or other bailee if such Person has been selected by the Collateral Agent in good faith, except to the extent such loss or damage results from acts or omissions on the part of the Collateral Agent, and such acts or omissions constitute gross negligence or willful misconduct.

Duty of Collateral Agent. The Collateral Agent’s sole duty with respect to the custody, safekeeping and physical preservation of the Collateral in its possession shall be to deal with it in the same manner as the Collateral Agent deals with similar property for its own account. Neither the Collateral Agent nor any of its respective officers, directors, employees or agents shall be liable for any failure to demand, collect or realize upon any of the Collateral or for any delay in doing so or shall be under any obligation to sell or otherwise dispose of any Collateral upon the request of any Grantor or any other Person or to take any other action whatsoever with regard to the Collateral or any part thereof. The powers conferred on the Collateral Agent hereunder are solely to protect the Collateral Agent’s interest Secured Parties’ interests in the Collateral and shall not impose any duty upon the Collateral Agent to exercise any such powerspowers or to institute, conduct or defend any litigation under this Agreement or in relation hereto. The Collateral Agent shall be accountable only for amounts that it actually receives as a result of the exercise of such powers, and neither it nor any of its Related Persons officers, directors, employees or agents shall be responsible to any Grantor or Secured Party for any act or failure to act hereunder. The Collateral Agent shall not be responsible for or in respect of and makes no representation as to the form, except for their own gross negligence character, collectibility, genuineness, sufficiency, value or willful misconduct as finally determined by a court validity of competent jurisdiction. IN ADDITION, THE COLLATERAL AGENT SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY LOSS OR DAMAGE TO ANY COLLATERAL, OR FOR ANY DIMINUTION IN THE VALUE THEREOF, BY REASON OF THE ACT OR OMISSION OF ANY WAREHOUSEMEN, CARRIER, FORWARDING AGENCY, CONSIGNEE OR OTHER BAILEE IF SUCH PERSON HAS BEEN SELECTED BY THE COLLATERAL AGENT IN GOOD FAITHany Collateral.