Common use of Financing Source Related Parties Clause in Contracts

Financing Source Related Parties. (a) Notwithstanding anything to the contrary contained herein, the Parent, on behalf of itself and the Parent Related Parties, hereby (i) acknowledges that none of the Financing Source Related Parties shall have any liability to any Parent Related Party under this Agreement, the Financing or any Financing Document or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby or thereby, including, but not limited to, any dispute related to, or arising from, the Financing, any Financing Document or any performance thereunder, (ii) waives any rights or claims against each of the Financing Source Related Parties in connection with this Agreement, the Financing and any Financing Document or the transactions contemplated hereby or thereby, whether at law or equity, in contract, tort, fraud, strict liability or otherwise, and (iii) agrees not to commence (and if commenced agrees to dismiss or otherwise terminate, and not to assist) any Action, arbitration, audit, hearing investigation, litigation, petition, grievance, complaint, suit or proceeding against any Financing Source Related Party in connection with this Agreement, the Financing, any Financing Document or the transactions contemplated hereby or thereby, whether at law or equity, in contract, tort, fraud, strict liability or otherwise. For the avoidance of doubt, the foregoing will not limit the rights of the parties to the Bridge Loan Agreement or any Financing Document to enforce the Bridge Loan Agreement or such Financing Document in accordance with its terms. Notwithstanding anything in this Agreement or any other Transaction Agreement to the contrary, the Parent, on behalf of itself and the Parent Related Parties, agrees that Sections 11.10(a) and (f) and Section 11.16(b) below shall apply with respect to any dispute or proceeding relating to this Section 11.16(a) or any Financing. (b) Notwithstanding anything to the contrary contained herein, each of the parties hereto agrees that it will not bring or support any Action of any kind or description, whether at law or in equity, whether in contract or in tort or otherwise, against any Financing Source Related Party in any way relating to this Agreement or any of the transactions contemplated by this Agreement, including any dispute arising out of or relating in any way to any Financing Document or the performance thereof, in any forum other than any federal or state courts located in the Borough of Manhattan in the City of New York (or any appellate court having jurisdiction over appeals from any of the foregoing).

Financing Source Related Parties. (a) Notwithstanding anything to the contrary contained herein, the Parent, on behalf of itself and the Parent Related Parties, hereby (i) acknowledges that none of the Financing Source Related Parties shall have any liability to any Parent Related Party under in this Agreement, the Financing or any Financing Document or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby or thereby, including, but not limited to, any dispute related to, or arising from, the Financing, any Financing Document or any performance thereunder, (ii) waives any rights or claims against each of the Financing Source Related Parties in connection with this Agreement, the Financing and any Financing Document or the transactions contemplated hereby or thereby, whether at law or equity, in contract, tort, fraud, strict liability or otherwise, and (iii) agrees not to commence (and if commenced agrees to dismiss or otherwise terminate, and not to assist) any Action, arbitration, audit, hearing investigation, litigation, petition, grievance, complaint, suit or proceeding against any Financing Source Related Party in connection with this Agreement, the Financing, any Financing Document or the transactions contemplated hereby or thereby, whether at law or equity, in contract, tort, fraud, strict liability or otherwise. For the avoidance of doubt, the foregoing will not limit the rights of the parties to the Bridge Loan Agreement or any Financing Document to enforce the Bridge Loan Agreement or such Financing Document in accordance with its terms. Notwithstanding anything in this Agreement or any other Transaction Agreement to the contrary, the Parent, on behalf of itself and the Parent Related Parties, agrees that Sections 11.10(a) and (f) and Section 11.16(b) below shall apply with respect to any dispute or proceeding relating to this Section 11.16(a) or any Financing. (b) Notwithstanding anything to the contrary contained herein, each of the parties hereto Parties hereto: (a) agrees that it will not bring or support any Action Person, or permit any of its Affiliates to bring or support any Person, in any action, suit, proceeding, cause of action, claim, cross-claim or third-party claim of any kind or description, whether at in law or in equity, whether in contract or in tort or otherwise, against any the Financing Source Related Party Parties in any way relating to this Agreement or any of the transactions contemplated by this Agreement, including including, but not limited to, any dispute arising out of or relating in any way to any Debt Financing Document or the performance thereofthereof or the financings contemplated thereby, in any forum other than any the federal or state and New York State courts located in the Borough of Manhattan in within the City of New York York; (b) agrees that, except as specifically set forth in the terms of any Debt Financing commitments, all claims or any appellate court having jurisdiction over appeals from causes of action (whether at law, in equity, in contract, in tort or otherwise) against any of the foregoing)Financing Source Related Parties in any way relating to any Debt Financing commitments or the performance thereof or the financings contemplated thereby, shall be exclusively governed by, and construed in accordance with, the internal laws of the State of New York, without giving effect to principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of laws of another jurisdiction; and (c) HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (WHETHER AT LAW OR IN EQUITY, IN CONTRACT, IN TORT OR OTHERWISE) DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING IN ANY WAY TO ANY DEBT FINANCING OR THE PERFORMANCE THEREOF OR THE FINANCINGS CONTEMPLATED THEREBY. Notwithstanding anything to the contrary contained in this Agreement, the Financing Source Related Parties are intended third-party beneficiaries of, and shall be entitled to the protections of this provision to the same extent as if the Financing Sources were parties to this Agreement. This Section 9.15 may not be amended, modified or supplemented, or any of its provisions waived, without the written consent of the Financing Source Related Parties, which consent may be granted or withheld in the sole discretion of the Financing Source Related Parties. For purposes of this Agreement, (a) “Financing Source Related Parties” shall mean the Financing Sources, their Affiliates and their respective former, current and future directors, officers, managers, members, stockholders, partners, employees, agents, Representatives, successors and permitted assigns and (b) “Financing Sources” shall mean, in their capacity as such, any lender providing a commitment pursuant to any Debt Financing or any Affiliates, employees, officers, directors, agents or advisors of any such lender.

Financing Source Related Parties. (a) Notwithstanding anything to the contrary contained hereinin this Agreement, the Parent, on behalf of itself and the Parent Related Parties, hereby (i) acknowledges that none each of the parties agrees (a) that no Financing Source Related Parties Party shall have any liability to for any Parent Related Party under this Agreement, obligations or liabilities of the Financing or any Financing Document parties or for any claim (whether in tort, contract or otherwise) based on, or in respect of, or by reason of, the transactions contemplated hereby Contemplated Transactions or therebyin respect of any representations made or alleged to be made in connection herewith, including(b) that, but not limited towithout limiting the rights of any party hereto against the other parties hereto, in no event shall any dispute related toparty hereto or any of its Affiliates seek to enforce this Agreement against, make any claims for breach of this Agreement against, or arising seek to recover monetary damages from, the Financing, any Financing Document or any performance thereunder, (ii) waives any rights or claims against each of the Financing Source Related Parties Party, in connection with this Agreement, the Financing and any Financing Document Agreement or the transactions contemplated hereby or therebyFinancing, whether at law or equity, in contract, tort, fraud, strict liability or otherwise, and (iii) agrees not to commence (and if commenced agrees to dismiss tort or otherwise terminate, and not to assist) any Action, arbitration, audit, hearing investigation, litigation, petition, grievance, complaint, suit or proceeding against any Financing Source Related Party (it being understood that nothing in connection with this Agreement, the Financing, any Financing Document or the transactions contemplated hereby or thereby, whether at law or equity, in contract, tort, fraud, strict liability or otherwise. For the avoidance of doubt, the foregoing will not Section 13.16 shall limit the rights of Parent or Buyer against the parties to Financing Source Related Parties under the Bridge Loan Agreement or any Financing Document to enforce the Bridge Loan Agreement or such Financing Document in accordance with its terms. Notwithstanding anything in this Agreement or any other Transaction Agreement to the contraryCommitment Letter), the Parent, on behalf of itself and the Parent Related Parties, agrees that Sections 11.10(a) and (fc) and Section 11.16(b) below shall apply with respect to any dispute or proceeding relating to this Section 11.16(a) or any Financing. (b) Notwithstanding anything to the contrary contained herein, each of the parties hereto agrees that it will shall not bring or support any Action Person, or permit Parent or any of its Subsidiaries, in any kind or descriptionProceeding, whether at in law or in equity, whether in contract or in tort or otherwise, against any the Financing Source Related Party Parties in their capacities as such in any way relating to this Agreement or any of the transactions contemplated by this AgreementContemplated Transactions, including any dispute arising out of or relating in any way to any Financing Document or the performance thereofthereof or the financings contemplated thereby, in any forum other than any the federal or state and New York State courts located in the Borough of Manhattan in within the City of New York York; (b) agrees that, except as specifically set forth in the terms of any Financing commitments, all claims or any appellate court having jurisdiction over appeals from causes of action (whether at law, in equity, in contract, in tort or otherwise) against any of the foregoing)Financing Source Related Parties in their capacities as such in any way relating to any Financing commitments or the performance thereof or the financings contemplated thereby, shall be exclusively governed by, and construed in accordance with, the internal Laws of the State of New York, without giving effect to principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of Laws of another jurisdiction; and (c) HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (WHETHER AT LAW OR IN EQUITY, IN CONTRACT, IN TORT OR OTHERWISE) DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING IN ANY WAY TO ANY DEBT FINANCING OR THE PERFORMANCE THEREOF OR THE FINANCINGS CONTEMPLATED THEREBY. Notwithstanding anything to the contrary contained in this Agreement, the Financing Source Related Parties are intended third-party beneficiaries of, and shall be entitled to the protections of Section 13.1, the last sentence of Section 13.6, Section 13.13 and this Section 13.16 to the same extent as if the Financing Source Related Parties were parties to this Agreement. For purposes of this Agreement, (a) “Financing Sources Related Parties” means the Financing Sources, their Affiliates and their respective former, current and future directors, officers, managers, members, stockholders, partners, employees, agents, advisors, representatives, successors and permitted assigns and (b) “Financing Sources” means, in their capacity as such, any lender providing a commitment pursuant to any Financing or any Affiliates, employees, officers, directors, agents or advisors of any such lender in connection with such commitment.