Common use of Lack of Reliance on Agent Clause in Contracts

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowers, 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 Advances or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, the Notes, the Credit Documents or the financial or other condition of Borrowers. 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 or the Notes, or the financial condition of Borrowers, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers the Borrower in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowersthe 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 Advances the Revolving Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, Credit Agreement or the Notes, the Credit Documents Notes or the financial or other condition of Borrowersthe 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 Credit Agreement or the Notes, or the financial condition of Borrowersthe Borrower, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers each Borrower and its Affiliates in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowerseach Borrower and its Affiliates, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith with this Agreement or any other Loan Document or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this AgreementAgreement or any other Loan Document or for the sufficiency of the Collateral or the validity, perfection or priority of any security interest in the Notes, the Credit Documents Collateral or the financial or other condition of Borrowers. Agent shall not each Borrower or its Affiliates or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement or the Notesany other Loan Document, or the financial condition of Borrowerseach Borrower or its Affiliates, or the existence or possible existence of any Potential Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (ai) Independently and without reliance upon Agent, 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 Borrowers Agent, each Obligor and any other Lender in connection with the taking or not taking of any action in connection herewith and (iiB) its own appraisal of the creditworthiness of BorrowersAgent, each 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 Advances the Revolving Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (bii) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Documents Other Agreements or any notes or the financial or other condition of Borrowersany 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 or the NotesOther Agreements, or the financial condition of Borrowersany Obligor, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers Borrower in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of BorrowersBorrower, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Documents Notes or the financial or other condition of BorrowersBorrower. 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 or the Notes, or the financial condition of BorrowersBorrower, or the existence or possible existence of any Default or Event of Default, unless expressly provided in this Agreement or specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (aA) Independently and without reliance upon Agent, each LenderLender and the Issuing Bank, 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 the Borrowers in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of the Borrowers, 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 or the Issuing Bank with any credit or other information with respect thereto, whether coming into its possession before the making of Advances any Loan, Advance or issuance of any Letter of Credit or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (bB) Agent shall not be responsible to any Lender or the Issuing Bank for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, the Notes, the Credit Documents Notes or other Financing Agreements or the financial or other condition of the Borrowers. 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 Agreement, the Notes or any of the Notesother Financing Agreements, or the financial condition of the Borrowers, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any LenderLender or the Issuing Bank.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers Agent, each Obligor and any other Lender in connection with the taking or not taking of any action in connection herewith and (iiB) its own appraisal of the creditworthiness of BorrowersAgent, each 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Loan Documents or any Notes or the financial or other condition of Borrowersany 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 or the NotesLoan Documents, or the financial condition of Borrowersany Obligor, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers the Borrower and the other Credit Parties in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowersthe Borrower and the Credit Parties, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, Credit Agreement or the Notes, the Credit Documents Notes or the financial or other condition of Borrowersthe Borrower and the other Credit Parties. 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 or the Notes, or the financial condition of Borrowersthe Borrower, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) a. Independently and without reliance upon Agent, 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 Borrowers in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowers, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) b. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Documents Notes or the financial or other condition of Borrowers. 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 or the Notes, or the financial condition of Borrowers, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, each LenderBank, 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 Borrowers the Borrower and its Subsidiaries in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowersthe Borrower and its Subsidiaries, and, except as expressly provided in this Agreement, the Agent shall not have no any duty or responsibility, either initially or on a continuing basis, to provide any Lender Bank with any credit or other information with respect thereto, whether coming into its possession before the making of Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender Bank for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Documents Notes or the financial or other condition of Borrowersthe Borrower or any of its Subsidiaries. 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 or the Notes, or the financial condition of Borrowersthe Borrower or any of its Subsidiaries, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers Borrower in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of BorrowersBorrower, 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 Advances any Loan, Advance or issuance of any Letter of Credit or LC Guaranty or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, the Notes, the Credit Notes or other Related Documents or the financial or other condition of BorrowersBorrower. 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 Agreement, the Notes or any of the Notesother Related Documents, or the financial condition of BorrowersBorrower, 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 Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowers, 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 Advances or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, the Notes, the Credit Documents or the financial or other condition of Borrowers. 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 or the Notes, or the financial condition of Borrowers, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, each LenderLender and Holder, 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 Borrowers and Guarantors in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowers, 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 or any Holder with any credit or other information with respect thereto, whether coming into its possession before the making of Advances or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders and Holders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Holder or any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, the Notes, the Credit Documents or the financial or other condition of BorrowersBorrowers or Guarantors. 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 or the Notes, or the financial condition of BorrowersBorrowers or Guarantors, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any LenderLender or any Holder.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers Agent and any other Lender in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of BorrowersAgent 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 Advances the initial Revolving Loans and the Term Loan or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Documents Financing Agreements or any notes or the financial or other condition of BorrowersBorrower Representative or any of Borrower Representative’s Subsidiaries. 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 or the NotesFinancing Agreements, or the financial condition of BorrowersBorrower Representative and its Subsidiaries, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers each Borrower and its Affiliates in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowerseach Borrower and its Affiliates, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith with this Agreement or any other Loan Document or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this AgreementAgreement or any other Loan Document or for the sufficiency of the Collateral or the Warehouse Collateral or the validity, perfection or priority of any security interest in the Notes, Collateral or the Credit Documents Warehouse Collateral or the financial or other condition of Borrowers. Agent shall not each Borrower or its Affiliates or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement or the Notesany other Loan Document, or the financial condition of Borrowerseach Borrower or its Affiliates, or the existence or possible existence of any Potential Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers each Borrower and its Affiliates in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowerseach Borrower and its Affiliates, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith with this Agreement or any other Loan Document or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this AgreementAgreement or any other Loan Document or for the sufficiency of the Collateral or the validity, perfection or priority of any security interest in the Notes, the Credit Documents Collateral or the financial or other condition of Borrowers. Agent shall not either Borrower or its Affiliates or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement or the Notesany other Loan Document, or the financial condition of Borrowerseither Borrower or its Affiliates, or the existence or possible existence of any Potential Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, each LenderBank, 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 Borrowers the Borrower in connection with the taking or not taking of any action in connection herewith and (iib) its own appraisal of the creditworthiness of Borrowersthe 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 Bank with any credit or other information with respect thereto, whether coming into its possession before the making of Advances any Advance, issuing any Letters of Credit, or creating an Acceptance or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender Bank for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, Agreement or any of the Notes, the Credit other Loan Documents or the financial or other condition of Borrowersthe Borrower or any Guarantor. 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 or the Notesany other Loan Document, or the financial condition of Borrowersthe Borrower or any Guarantor, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lendera Bank.

Lack of Reliance on Agent. (aA) Independently and without reliance upon Agent, 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 the Borrowers in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of the Borrowers, 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 Advances any Loan, Advance or issuance of any Letter of Credit or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (bB) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, the Notes, the Credit Documents Notes or other Financing Agreements or the financial or other condition of the Borrowers. 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 Agreement, the Notes or any of the Notesother Financing Agreements, or the financial condition of the Borrowers, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (ai) Independently and without reliance upon Agent, 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 Borrowers Agent, each Obligor and any other Lender in connection with the taking or not taking of any action in connection herewith and (iiB) its own appraisal of the creditworthiness of BorrowersAgent, each Obligor and any other Lender, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (bii) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, the Notes, the Credit Documents Agreement or any notes or the financial or other condition of Borrowersany 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 or the Notesnotes, or the financial condition of Borrowersany Obligor, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon AgentAgent or any other Lender, each Lender, to the extent it deems appropriate, Lender has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of Borrowers Borrower in connection with the making of the Loan hereunder and the taking or not taking of any action in connection herewith herewith, and (ii) its own appraisal of the creditworthiness of Borrowers, and, except as expressly provided in this Agreement, Borrower. 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 Advances the Loan or at any time or times thereafter. In addition thereafter except as shall be provided by Borrower pursuant to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) 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 other writing a statement delivered in connection herewith with or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority collectability or sufficiency of this AgreementAgreement or any Loan Document, the Notes, the Credit Documents or of the financial or other condition of Borrowers. Agent shall not Borrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement or Agreement, the NotesTerm Note, the Loan Documents or the financial condition or prospects of BorrowersBorrower, or the existence or possible existence of any Event of Default or Event of any Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers Debtors in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of BorrowersDebtors, 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 Advances or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, the Notes, the Credit Documents or the financial or other condition of BorrowersDebtors. 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 or the Notes, or the financial condition of BorrowersDebtors, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lenderthe Required Lenders.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, each Lender, to the extent it deems appropriate, has made and shall continue con- 121 tinue to make (i) its own independent investigation of the financial or other condition and affairs of Borrowers the Borrower and its Subsidiaries in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowersthe Borrower and its Subsidiaries, and, except as expressly provided in this Credit Agreement, the 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, Credit Agreement or the Notes, the other Credit Documents or the financial or other condition of Borrowersthe Borrower or any of its Subsidiaries. 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 or the Notesother Credit Documents, or the financial condition of Borrowersthe Borrower or any of Borrower's Subsidiaries, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agentany Agent or any Lender, each Lender, to each Issuer and the extent it deems appropriate, Swing Loan Lender has made and shall continue to make (i) its own independent investigation of the financial or other condition and affairs of Borrowers each Borrower and each Guarantor in connection with the making and the continuance of the Advances and the Letters of Credit hereunder and the taking or not taking of any action in connection herewith herewith, and (ii) its own appraisal of the creditworthiness of Borrowers, and, except as expressly provided in this Agreement, each Borrower and each Guarantor. No Agent shall have no any duty or responsibility, either initially or on a continuing basis, to provide any Lender, any Issuer or the Swing Loan Lender with any credit or other information with respect thereto, whether coming into its possession before the making of the Advances or Letters of Credit or at any time or times thereafter. In addition thereafter except as shall be provided by any Borrower pursuant to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and terms hereof. No Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender, the Issuer or the Swing Loan Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or other writing a statement delivered in connection herewith with or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority collectability or sufficiency of this AgreementAgreement or any other Credit Document, the Notes, the Credit Documents or of the financial or other condition of Borrowers. Agent shall not any Borrower 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 or Agreement, the Notes, the other Credit Documents or the financial condition or prospects of Borrowersany Borrower or any Guarantor, or the existence or possible existence of any Event of Default or Event of any Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers each Borrower and its Affiliates in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowerseach Borrower and its Affiliates, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith with this Agreement or any other Loan Document or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this AgreementAgreement or any other Loan Document or for the sufficiency of the Collateral or the Servicing Collateral or the validity, perfection or priority of any security interest in the Notes, Collateral or the Credit Documents Servicing Collateral or the financial or other condition of Borrowers. Agent shall not each Borrower or its Affiliates or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement or the Notesany other Loan Document, or the financial condition of Borrowerseach Borrower or its Affiliates, or the existence or possible existence of any Potential Default or Event of Default, unless specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon the Agent, 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 Borrowers Borrower in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of BorrowersBorrower, 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 Advances the Loans or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) The Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibilitycollectability, priority or sufficiency of this Agreement, Agreement or the Notes, the Credit Documents Notes or the financial or other condition of BorrowersBorrower. 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 or the NotesNotes (other than to confirm receipt of the items required to be delivered to Agent in Article X), or the financial condition of BorrowersBorrower, or the existence or possible existence of any Default or Event of Default, unless expressly provided in this Agreement or specifically requested to do so in writing by any Lender.

Lack of Reliance on Agent. (a) Independently and without reliance upon Agent, 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 Borrowers each Obligor in connection with the taking or not taking of any action in connection herewith and (ii) its own appraisal of the creditworthiness of Borrowerseach Obligor, 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 Revolving Loan Advances or at any time or times thereafter. In addition to the foregoing, Agent agrees to provide summary reports to Lenders in connection with inspections and audits performed under Section 6.3 for informational purposes only and Agent shall not be responsible for the accuracy of any information contained therein. (b) Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any document, certificate or other writing delivered in connection herewith or for the execution, effectiveness, genuineness, validity, enforceability, collectibility, priority or sufficiency of this Agreement, the Notes, the Credit Documents Revolving Notes or any other Loan Document or the financial or other condition of Borrowersany 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 Agreement, the Revolving Notes or the Notesany other Loan Document, or the financial condition of Borrowersany Obligor, or the existence or possible existence of any Default or Event of Default, unless specifically requested to do so in writing by any Lender.