Common use of Liability of the Administrative Agent Clause in Contracts

Liability of the Administrative Agent. No Administrative Agent-Related Person shall (a) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct in connection with its duties expressly set forth herein), or (b) be responsible in any manner to any Lender or participant for any recital, statement, representation or warranty made by the Borrower, any Guarantor or any officer thereof, contained herein or in any other 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 Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Document, or for any failure of the Borrower, any Guarantor or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Administrative Agent-Related Person shall be under any obligation to any 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 Agreement or any other Loan Document, or to inspect the properties, books or records of the Borrower, any Guarantor or any Affiliate thereof.

Liability of the Administrative Agent. No Administrative None of the Agent-Related Person Persons shall (ai) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (bii) be responsible in any manner to any Lender or participant of the Lenders for any recital, statement, representation or warranty made by the Borrowerany Loan Party or any Subsidiary or Affiliate of such Loan Party, any Guarantor or any officer thereof, contained herein in this Agreement or in any other 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 Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Document, or for any failure of the Borrower, any Guarantor Loan Party or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Administrative Agent-Related Person shall be under any obligation to any 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 Agreement or any other Loan Document, or to inspect any of the properties, books or records of any of the Borrower, any Guarantor Loan Parties or any Affiliate thereofof the Subsidiaries or Affiliates of any of the Loan Parties.

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

Liability of the Administrative Agent. No Administrative None of the Agent-Related Person Persons shall (a) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (b) be responsible in any manner to any Lender of the Lenders (or participant Bank Product Providers) for any recital, statement, representation or warranty made by the Borrowerany Borrower or any of its Subsidiaries or Affiliates, any Guarantor or any officer or director thereof, contained herein in this Agreement or in any other 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 Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Document, or for any failure of the Borrower, any Guarantor Borrower or its Subsidiaries or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Administrative Agent-Related Person shall be under any obligation to any Lender Lenders (or participant Bank Product Providers) to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Agreement or any other Loan Document, or to inspect the properties, books and records or records properties of the Borrower, any Guarantor Borrower or any Affiliate thereofits Subsidiaries.

Liability of the Administrative Agent. No Neither the Administrative AgentAgent nor any of its officers, directors, employees, agents, attorneys-Related Person in-fact or affiliates shall (a) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (b) be responsible in any manner to any Lender or participant of the Lenders for any recital, statement, representation or warranty made by the Borrower or any Subsidiary or Affiliate of the Borrower, any Guarantor or any officer or director thereof, contained herein in this Agreement or in any other 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 Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Document, or for any failure of the Borrower, any Guarantor Borrower or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Neither the Administrative AgentAgent nor any of its officers, directors, employees, agents, attorneys-Related Person in-fact or affiliates shall be under any obligation to any 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 Agreement or any other Loan Document, or to inspect the properties, books and records or properties of the Borrower or the books or records or properties of any of the Borrower, any Guarantor ’s Subsidiaries or any Affiliate thereofAffiliates.

Liability of the Administrative Agent. No Administrative None of the Agent-Related Person Persons shall (a) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct in connection with its duties expressly set forth herein), or (b) be responsible in any manner to any Lender Credit Provider or participant Participant for any recital, statement, representation representation, or warranty made by the Borrowerany Obligated Party or any Affiliate of any Obligated Party, any Guarantor or any officer thereof, contained herein in this Agreement or in any other 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 Agreement or any other Loan Document, or the validity, effectiveness, genuineness, enforceability enforceability, or sufficiency of this Agreement or any other Loan Document, or for any failure of the Borrower, any Guarantor Obligated Party or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Administrative Agent-Related Person shall be under any obligation to any Lender or participant Participant to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Agreement or any other Loan Document, or to inspect the properties, books books, or records of the Borrower, any Guarantor Obligated Party or any Affiliate thereofObligated Party’s Affiliates.

Liability of the Administrative Agent. No Administrative Agent-Related Person shall (a) be liable for any action taken or omitted to be taken by any of them under or in connection with this Agreement or any other Loan Transaction Document or the transactions contemplated hereby (except for its own gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (bii) be responsible in any manner to any Lender Purchaser or participant the Insurer for any recital, statement, representation representation, warranty or warranty covenant made by the BorrowerTransferor, any Guarantor the Seller or the Servicer, or any officer thereof, contained herein in this Agreement or in any other Loan 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 Agreement or any other Loan Transaction Document, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Transaction Document, or for any failure of the BorrowerTransferor, any Guarantor the Seller, the Servicer or any other party to any Loan Transaction Document to perform its obligations hereunder or thereunder. No Administrative Agent-Related Person shall be under any obligation to any Lender Purchaser or participant the Insurer to ascertain or to inquire as to the observance or performance of any of the agreements contained in, or conditions of, this Agreement or any other Loan Transaction Document, or to inspect the properties, books or records of the BorrowerTransferor, any Guarantor the Seller or the Servicer or any Affiliate thereofof their respective Affiliates.