Lender’s Liability. (a) Lender shall be responsible for the performance only of such duties with respect to the Account Collateral as are specifically set forth in this Section 3.1 or elsewhere in the Loan Documents, and no other duty shall be implied from any provision hereof. Lender shall not be under any obligation or duty to perform any act with respect to the Account Collateral which would cause it to incur any expense or liability or to institute or defend any suit in respect hereof, or to advance any of its own monies. Borrower shall indemnify and hold Lender, its employees and officers harmless from and against any loss, cost or damage (including, without limitation, reasonable attorneys’ fees and disbursements) incurred by Lender in connection with the transactions contemplated hereby with respect to the Account Collateral except as such may be caused by the gross negligence or willful misconduct of Lender, its employees, officers or agents.
(b) Lender shall be protected in acting upon any notice, resolution, request, consent, order, certificate, report, opinion, bond or other paper, document or signature believed by it in good faith to be genuine, and, in so acting, it may be assumed that any person purporting to give any of the foregoing in connection with the provisions hereof has been duly authorized to do so. Lender may consult with counsel, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder and in good faith in accordance therewith.
Lender’s Liability. Notwithstanding anything to the contrary provided in this Agreement or the other Loan Documents, it is specifically understood and agreed, such agreement being a primary consideration for the execution of this Agreement and the other Loan Documents by Lender, that (1) there shall be absolutely no personal liability on the part of any shareholder, director, officer or employee of Lender, with respect to any of the terms, covenants and conditions of this Agreement or the other Loan Documents, (2) Borrower waives all claims, demands and causes of action against Lender's officers, directors, employees and agents in the event of any breach by Lender of any of the terms, covenants and conditions of this Agreement or the other Loan Documents to be performed by Lender and (3) Borrower shall look solely to the assets of Lender for the satisfaction of each and every remedy of Borrower in the event of any breach by Lender of any of the terms, covenants and conditions of this Agreement or the other Loan Documents to be performed by Lender, such exculpation of liability to be absolute and without any exception whatsoever.
Lender’s Liability. (a) Lender shall be responsible for the performance only of such duties with respect to the Account Collateral as are specifically set forth in this Section 3.1 or elsewhere in the Loan Documents, and no other duty shall be implied from any provision hereof. Lender shall not be under any obligation or duty to perform any act with respect to the Account Collateral which would cause it to incur any expense or liability or to institute or defend any suit in respect hereof, or to advance any of its own monies. Borrower shall indemnify and hold Lender, its employees and officers harmless from and against any loss, cost or damage (including, without limitation, reasonable attorneys' fees and disbursements) incurred by Lender in connection with the transactions contemplated hereby with respect to the Account Collateral (excluding losses on Permitted Investments) except as such may be caused by the gross negligence or willful misconduct of Lender, its employees, officers or agents.
(b) Lender shall be protected in acting upon any notice, resolution, request, consent, order, certificate, report, opinion, bond or other paper, document or signature believed by it in good faith to be genuine, and, in so acting, it may be assumed that any person purporting to give any of the foregoing in connection with the provisions hereof has been duly authorized to do so. Lender may consult with counsel, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder and in good faith in accordance therewith.
Lender’s Liability. In no event shall Lender be personally or individually liable for any obligationset forth in this Agreement. Except to the extent expressly provided in the Borrower Documents, Lender is not assuming any obligations or liabilities of Borrower.
Lender’s Liability. In addition to and not in lieu of all the provisions of this Agreement, in the event Lender or its nominee or such other purchaser exercises its option of attornment as provided in Section 3.4 above, Lender or its nominee or such other purchaser shall not in any way or to any extent be:
a. liable for any act or omission of any prior landlord (including Landlord), unless Lender or its nominee or such other purchaser shall become the owner of the interest of Landlord, and then Lender or its nominee or such other purchaser shall only be liable for performance and observance of terms, covenants and conditions from the date of Lender's or its nominee's or such other purchaser's acquisition and thereafter; or
b. subject to any offsets or defenses which Tenant might have against any prior landlord (including Landlord) except those which arose out of such landlord's default under the Lease and after Tenant has notified Lender or its nominee or such other purchaser and given Lender or its nominee or such other purchaser an opportunity to cure as provided herein; or
c. bound by any rent or additional rent which Tenant might have paid for more than thirty (30) days in advance to any prior landlord (including Landlord) or any excess of estimated rent payments paid to any prior landlord (including Landlord) over rent payments subsequently determined were due for such period; or
d. bound by any amendment, modification or termination of the Lease or assignment or sublease of Tenant's interest in the Lease made without Lender's consent; or
e. in any way responsible for any deposit or security which was delivered to Landlord but which was not subsequently delivered to Lender or its nominee or such other purchaser, or
f. responsible for any obligation to initially construct or reconstruct the Premises (but if Lender or its nominee or such other purchaser is required to do so under the terms of the Lease and fails to do so upon request following Lender's or its nominee's or such other purchaser's succeeding to Landlord's interest in the Premises, Tenant may terminate the Lease).
Lender’s Liability. To Seller's Knowledge, there are no pending, threatened or expected actions in connection with any Loans relating to claims based on theories of "lenders' liability" or any other basis.
Lender’s Liability. The Guarantor agrees that he shall have been deemed to have permanently and conclusively waived any right to pursue any or all defenses, affirmative defenses, counterclaims, claims, causes of action, set-offs or other rights that he may have, or claim to have, against the Lender unless a written notice specifically setting forth the grievance of the Guarantor shall have been given to the Lender within thirty (30) days after the occurrence of the event which the Guarantor alleges gave rise to the grievance. Nothing in this section, or in any other provision of this Agreement shall grant, or be deemed to grant, standing to Guarantor to assert the rights or claimed rights of Debtor against Lender under the Loan Agreement or otherwise. The Guarantor confirms to Lender that he has reviewed the effect of this limitation of remedies with competent legal counsel of his choice, or has been afforded the opportunity to do so, prior to signing this Agreement and acknowledges and agrees that the Lender is relying upon this limitation of remedies in extending or continuing the loans to Debtor.
Lender’s Liability. If Lender succeeds to the interests of Borrower in the Property and under the Lease, Lender shall thereupon be bound to Tenant under all of the terms, covenants and conditions of the Lease and shall assume in writing all of the Landlord's obligations under the Lease, and Tenant shall, from and after Lender's succession to the interests of Borrower, have the same rights and remedies against Lender for breach of the Lease that Tenant would have had under the Lease against Borrower if Lender had not succeeded to the interests of Borrower.
Lender’s Liability. The liability of each Lender hereunder to advance the amount being the equivalent of its participation in the Loans is several and no Lender shall be responsible for any failure by any other Lender(s) to meet its/their obligations hereunder nor shall any such failure relieve the Borrowers or any other Lender of all or any of its obligations hereunder. The Lenders shall be joint and several creditors (Gesamtgläubiger) hereunder and they shall not have any joint assets of capital (Gesamthandsvermögen) pursuant hereto.
Lender’s Liability. 4.1 The Lender shall not be bound by any inaccuracy, however caused, in any document it issues.
4.2 The Lender shall have no liability for any representation made by its Employees or Appointed Offices except where proven to be fraudulent.
