Common use of Liability of the Administrative Agent Clause in Contracts

Liability of the Administrative Agent. The Administrative Agent shall not (a) be liable for any action taken or omitted to be taken by it under or in connection with this Credit Agreement or any other Transaction Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) or (b) be responsible in any manner to any of the Financing Parties or any other Person for any recital, statement, representation or warranty made by the Borrower or any Affiliate of the Borrower, or any officer thereof, contained in this Credit Agreement or in any other Transaction Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Document, or for any failure of the Borrower or any other party to any Transaction Document to perform its obligations hereunder or thereunder. The Administrative Agent shall not be under any obligation to any Secured Party to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Document, or to inspect the Properties, books or records of the Borrower or any Affiliate of the Borrower.

Liability of the Administrative Agent. The Administrative Agent No Agent-Related Person shall not (a) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) connection with its duties expressly set forth herein), or (b) be responsible in any manner to any of the Financing Parties Lender or any other Person participant for any recital, statement, representation or warranty made by the Borrower or any Affiliate of the Borrower, Loan Party or any officer thereof, contained in this Credit Agreement herein or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower any Loan Party or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative Agent No Agent-Related Person shall not be under any obligation to any Secured Party Lender or participant to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Propertiesproperties, books or records of the Borrower any Loan Party or any Affiliate of the Borrowerthereof.

Liability of the Administrative Agent. The Administrative Agent None of the Agent-Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Parties or any other Person Lenders for any recital, statement, representation or warranty made by the Borrower any Loan Party or any Subsidiary or Affiliate of the Borrowersuch Loan Party, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower any Loan Party or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative Agent No Agent-Related Person shall not be under any obligation to any Secured Party Lender to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect any of the Propertiesproperties, books or records of any of the Borrower Loan Parties or any Affiliate of the BorrowerSubsidiaries or Affiliates of any of the Loan Parties.

Liability of the Administrative Agent. The Administrative Agent No Agent-Related Person shall not (a) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Credit Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) connection with its duties expressly set forth herein), or (b) be responsible in any manner to any of the Financing Parties Bank or any other Person participant for any recital, statement, representation or warranty made by the Borrower or any Affiliate of the Borrower, Credit Party or any officer thereof, contained in this Credit Agreement herein or in any other Transaction Credit Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Credit Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Credit Document, or for any failure of the Borrower any Credit Party or any other party to any Transaction Credit Document to perform its obligations hereunder or thereunder. The Administrative Agent No Agent-Related Person shall not be under any obligation to any Secured Party Bank or participant to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction DocumentCredit Document (other than the obligation of the Administrative Agent to ascertain whether payments on the Obligations have been made on their scheduled due dates), or to inspect the Propertiesproperties, books or records of the Borrower any Credit Party or any Affiliate of the Borrowerthereof.

Liability of the Administrative Agent. The Administrative None of the Agent Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Parties or any other Person Creditors for any recital, statement, representation or warranty made by the Borrower or any Subsidiary or Affiliate of the Borrower, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, Collateral or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower or any other party Party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative No Agent Related Person shall not be under any obligation to any Secured Party the Creditors to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Properties, books or records of the Borrower or any Affiliate of the Borrower's Subsidiaries or Affiliates.

Liability of the Administrative Agent. The Administrative Agent No Agent-Related Person shall not (a) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) connection with its duties expressly set forth herein), or (b) be responsible in any manner to any of the Financing Parties Bank or any other Person participant for any recital, statement, representation or warranty made by the Borrower or any Affiliate of the Borrower, Obligor or any officer thereof, contained in this Credit Agreement herein or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower any Obligor or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative Agent No Agent-Related Person shall not be under any obligation to any Secured Party Bank or participant to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Propertiesproperties, books or records of the Borrower Obligors or any Affiliate of the Borrowerthereof.

Liability of the Administrative Agent. The None of the Administrative Agent Agent-Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Parties Lenders or any other Person either Co-Syndication Agent for any recital, statement, representation or warranty made by the Borrower Company or any other Loan Party or Affiliate of the BorrowerCompany, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, Collateral or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower Company or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The No Administrative Agent Agent-Related Person shall not be under any obligation to any Secured Party Lender to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Properties, books or records of the Borrower Company, any other Loan Party or any Affiliate of the BorrowerCompany's Affiliates.

Liability of the Administrative Agent. The Administrative None of the Agent Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Creditor Parties or any other Person for any recital, statement, representation or warranty made by the Borrower Borrowers or any Subsidiary or Affiliate of the BorrowerBorrowers, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in 73- any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, Collateral or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the any Borrower or any other party Party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative No Agent Related Person shall not be under any obligation to any Secured Party the Creditor Parties to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Properties, books or records of the Borrower Borrowers or any Affiliate of the BorrowerBorrowers' Subsidiaries or Affiliates.

Liability of the Administrative Agent. The Administrative Agent None of the Agent-Related Persons shall not (a) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (b) be responsible in any manner to any of the Financing Parties or any other Person Lenders for any recital, statement, representation representation, or warranty made by the Borrower any Obligated Party or any Affiliate of the Borrowerany Obligated Party, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in any certificate, report, statement statement, or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability enforceability, or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower any Obligated Party or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative Agent No Agent-Related Person shall not be under any obligation to any Secured Party Lender to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Propertiesproperties, books books, or records of the Borrower any Obligated Party or any Affiliate of the BorrowerObligated Party's Affiliates.

Liability of the Administrative Agent. The Administrative Agent shall not (a) not be liable for any action taken or omitted to be taken by it or through agents, employees or attorneys-in-fact under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) connection with its duties expressly set forth herein), or (b) not be responsible in any manner to any of the Financing Parties Lender or any other Person Participant for any recital, statement, representation or warranty made by the Borrower or any Affiliate of the Borrower, or any officer thereof, contained in this Credit Agreement herein or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative Agent shall not be under any obligation to any Secured Party Lender or Participant to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Propertiesproperties, books or records of the Borrower or any Affiliate of the Borrower.

Liability of the Administrative Agent. The None of the Administrative Agent Agent-Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Credit Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Parties or any other Person Banks for any recital, statement, representation or warranty made by the Borrower Fund or any Subsidiary or Affiliate of the BorrowerFund, or any officer thereof, contained in this Credit Agreement or in any other Transaction Credit Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Credit Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Credit Document, or for any failure of the Borrower Fund or any other party to any Transaction Credit Document to perform its obligations hereunder or thereunder. The No Administrative Agent Agent-Related Person shall not be under any obligation to any Secured Party Bank to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Credit Document, or to inspect the Propertiesproperties, books or records of the Borrower Fund or any Affiliate of the BorrowerFund's Subsidiaries or Affiliates.

Liability of the Administrative Agent. The None of the Administrative Agent Agent-Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Parties Lenders or any other Person Agent for any recital, statement, representation or warranty made by the Borrower Company or any other Loan Party or Affiliate of the BorrowerCompany, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, Property or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower Company or any other party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The No Administrative Agent Agent-Related Person shall not be under any obligation to any Secured Party Lender to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Properties, books or records of the Borrower Company, any other Loan Party or any Affiliate of the BorrowerCompany’s Affiliates.

Liability of the Administrative Agent. The Administrative None of the Agent ------------------------------------- Related Persons shall not (ai) be liable for any action taken or omitted to be taken by it any of them under or in connection with this Credit Agreement or any other Transaction Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and non-appealable decision) misconduct), or (bii) be responsible in any manner to any of the Financing Parties or any other Person Creditors for any recital, statement, representation or warranty made by the Borrower or any Subsidiary or Affiliate of the Borrower, or any officer thereof, contained in this Credit Agreement or in any other Transaction Loan Document, or in any certificate, report, statement or other document referred to or provided for in, or received by the Administrative Agent under or in connection with, this Credit Agreement or any other Transaction Loan Document, or for the value of or title to any Collateral, Collateral or the validity, effectiveness, genuineness, enforceability or sufficiency of this Credit Agreement or any other Transaction Loan Document, or for any failure of the Borrower or any other party Party to any Transaction Loan Document to perform its obligations hereunder or thereunder. The Administrative No Agent Related Person shall not be under any obligation to any Secured Party the Creditors to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Credit Agreement or any other Transaction Loan Document, or to inspect the Properties, books or records of the Borrower or any Affiliate of the Borrower's Subsidiaries or Affiliates.