Common use of Lack of Reliance on Agent Clause in Contracts

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, or of the other Credit Documents or the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the other terms, provisions or conditions of this AgreementCredit Agreement or any of the other Credit Documents, the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Party Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Party. Borrower, and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, the Notes or of the financial or other condition of any Loan Party, or Borrower. The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Notes, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (ia) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (iib) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement Credit Agreement, the Notes or any Other Document, other Credit Document or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Credit Agreement, the NotesNotes or any other Credit Document, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (i) Independently and without reliance upon Agent or any other Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (iA) its own independent investigation of the financial or other condition and affairs of Agent, each Loan Party Obligor and any other Lender in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (iiB) its own appraisal of the creditworthiness of Agent, each Loan Party. Obligor and any other Lender, and, except as expressly provided in this Agreement, Agent shall not have no any duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (ii) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement or the Other Agreements or any Other Document, notes or of the financial or other condition of any Loan Party, or Obligor. Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, Agreement or the Other Documents Agreements, or the financial condition or prospects of any Loan PartyObligor, or the existence or possible existence of any Event of Default or any Default.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Party Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Party. Borrower, and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances any Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectability, priority or sufficiency of this Credit Agreement or any Other Document, the Notes or of the financial or other condition of any Loan Party, or Borrower. The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Notes, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party Borrower and each Guarantor in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan PartyBorrower and each Guarantor. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan PartyBorrower or any Guarantor, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Party the Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, related hereto and (ii) its own appraisal of the creditworthiness of each Loan Party. the Borrower, and, except as expressly provided in this Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances initial Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement or any Other Document, the Notes or the financial or other condition of the financial condition of any Loan Party, or Borrower. The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this AgreementAgreement or any other Loan Document, the Notes, the Other Documents or the financial condition or prospects of any Loan Partythe Borrower, or the existence or possible existence of any Default or Event of Default or any Default.

Lack of Reliance on Agent. (i) Independently and without reliance upon Agent or any other Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (iA) its own independent investigation of the financial or other condition and affairs of Agent, each Loan Credit Party and any other Lender in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (iiB) its own appraisal of the creditworthiness of Agent, each Loan Party. Credit Party and any other Lender, and, except as expressly provided in this Agreement, Agent shall not have no any duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (ii) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement or the Other Agreements or any Other Document, notes or of the financial or other condition of any Loan Credit Party, or . Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, Agreement or the Other Documents Agreements, or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other LenderCash Collateral Provider, each Lender Cash Collateral Provider has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender Cash Collateral Provider with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender Cash Collateral Provider for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.. [Innovex] 2nd A&R Credit Agreement 144

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, the Revolving Notes or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Revolving Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, the Revolving Notes or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Revolving Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances Loans hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Credit Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Credit Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (ia) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (iib) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible ​ ​ to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, 76 84 effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, or of the other Credit Documents or the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the other terms, provisions or conditions of this AgreementCredit Agreement or any of the other Credit Documents, the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Party the Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Party. the Borrower, and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances any Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, Notes or the financial or other condition of the financial condition of any Loan Party, or Borrower. The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or any of the Notes, the Other Documents or the financial condition or prospects of any Loan Partythe Borrower, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, the Notes or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (A) Independently and without reliance upon Agent or any other Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (iI) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (iiII) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (B) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, or of the other Credit Documents or the financial or other condition of any Loan Credit Party, or . Agent shall not be required to make any inquiry concerning either the performance or observance of any of the other terms, provisions or conditions of this AgreementCredit Agreement or any of the other Credit Documents, the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan PartyBorrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan PartyBorrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Revolving Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Revolving Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. (A) Independently and without reliance upon Agent or any other Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Party Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Party. Borrower, and, except as expressly provided in this Agreement, Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances any Loan, Advance or issuance of any Letter of Credit or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (B) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement Agreement, the Notes or any Other Document, the other Financing Agreements or of the financial or other condition of any Loan Party, or Borrower. Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNotes or any of the other Financing Agreements, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, the Revolving Notes or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Revolving Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Event of Default or any Default.or

Lack of Reliance on Agent. (A) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (iI) its own independent investigation of the financial or other condition and affairs of each Loan Party Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (iiII) its own appraisal of the creditworthiness of each Loan Party. Borrower, and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (B) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, or of the other Credit Documents or the financial or other condition of any Loan Party, or Borrower. The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the other terms, provisions or conditions of this AgreementCredit Agreement or any of the other Credit Documents, the Notes, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, or of the other Credit Documents or the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the other terms, provisions or conditions of this AgreementCredit Agreement or any of the other Credit Documents, the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement Credit Agreement, the Revolving Notes or any Other Document, the Term Notes or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Credit Agreement, the Revolving Notes, the Other Documents Term Notes or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereofthereafter. DSN:54248.4 70 (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, the Revolving Notes or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Credit Agreement or the Revolving Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectability, priority or sufficiency of this Agreement Credit Agreement, the Notes or any Other Document, other Credit Document or of the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Credit Agreement, the NotesNotes or any other Credit Document, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. (A) Independently and without reliance upon Agent or any other the Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (iI) its own independent investigation of the financial or other condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (iiII) its own appraisal of the creditworthiness of each Loan Credit Party. , and, except as expressly provided in this Credit Agreement, the Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. (B) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Credit Agreement or any Other Document, or of the other Credit Documents or the financial or other condition of any Loan Credit Party, or . The Agent shall not be required to make any inquiry concerning either the performance or observance of any of the other terms, provisions or conditions of this AgreementCredit Agreement or any of the other Credit Documents, the Notes, the Other Documents or the financial condition or prospects of any Loan Credit Party, or the existence or possible existence of any Default or Event of Default or Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. 10.3.1 Independently and without reliance upon Agent or any other Agent, each Lender, each Lender to the extent it deems appropriate, has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of each Loan Party Borrower in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, herewith and (ii) its own appraisal of the creditworthiness of each Loan Party. Borrower and, except as expressly provided in this Agreement, Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances Loans or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. thereafter. 10.3.2 Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement other writing delivered in connection with herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility, priority or sufficiency of this Agreement Agreement, the Loan Documents, or the Notes or the financial or other condition of Borrower or any Other Document, or of the financial condition of any Loan Party, or other Person. Agent shall not be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesLoan Documents, or the Other Documents Notes or the financial condition of Borrower or prospects of any Loan Partyother Person, or the existence or possible existence of any Unmatured Event of Default or Event of Default, unless specifically requested to do so in writing by any DefaultLender.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (ia) its own independent investigation of the financial condition and affairs of each Loan Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action ​ in connection herewith, and (iib) its own appraisal of the creditworthiness of each Loan Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan Party, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Party Borrowers in connection with the making and the continuance of the Advances Revolving Loans hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan PartyBorrowers. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances Revolving Loans or at any time or times thereafter except as shall be provided by any Loan Party Borrowers pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility or sufficiency of this Agreement or any Other Document, or of the financial condition of any Loan PartyBorrowers, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Other Documents or the financial condition or prospects of any Loan PartyBorrowers, or the existence of any Event of Default or any Default.

Lack of Reliance on Agent. Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of each Loan Credit Party in connection with the making and the continuance of the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of each Loan Credit Party. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the Advances or at any time or times thereafter except as shall be provided by any Loan Credit Party pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectability, sufficiency or sufficiency value of this Agreement or any Other DocumentDocument or any other instrument or document furnished pursuant hereto or thereto, or of the financial condition of any Loan Credit Party, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Other Documents or the financial condition or prospects of any Loan PartyBorrower, or the existence of any Event of Default or any Default.