Common use of Liability of the Agents Clause in Contracts

Liability of the Agents. No Agent-Related Person, L/C Issuer or any Bank 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 Total Facility Bank or participant for any recital, statement, representation or warranty made by any Obligor 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 any 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 any Obligor or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Agent-Related Person shall be under any obligation to any Total Facility 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 Agreement or any other Loan Document, or to inspect the properties, books or records of the Obligors or any Affiliate thereof.

Liability of the Agents. No None of the Agent-Related Person, L/C Issuer or any Bank Persons shall (ai) be liable to any of the Banks 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 such Agent-Related Person's own gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (bii) be responsible in any manner to any Total Facility Bank or participant of the Banks for any recital, statement, representation or warranty made by the Borrower, any Obligor Subsidiary or Affiliate of the Borrower, 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 any 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 any Obligor the Borrower, its Subsidiaries or any other party to any Loan Document to perform its obligations obligation hereunder or thereunder. No Agent-Related Person shall be under any obligation to any Total Facility 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 Agreement or any other Loan Document, or to inspect the properties, books or records of the Obligors Borrower, or any Subsidiary or any Affiliate thereofof the Borrower.

Liability of the Agents. No Agent-Related Person, L/C Issuer None of the Agents or any Bank of their respective officers, directors, employees, agents, advisors, attorneys-in-fact or Affiliates shall (a) be liable to the Lenders 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 fraud, gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (b) be responsible in any manner to any Total Facility Bank of the Secured Parties or participant any other Person for any recital, statement, representation or warranty made by CSSW Parent, the Borrower or any Obligor Affiliate of the Borrower, 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 any Agent under or in connection with, this Agreement or any other Loan Document, or for the value of or title to any Collateral, or the validity, effectiveness, genuineness, enforceability or sufficiency of this Agreement or any other Loan Document, or for any failure of any Obligor the Borrower or any other party to any Loan Document to perform its obligations hereunder or thereunder. No AgentNone of the Agents or any of their respective officers, directors, employees, agents, advisors, attorneys-Related Person in-fact or Affiliates shall be under any obligation to any Total Facility Bank or participant Secured 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 Document, or to inspect the propertiesProperties, books or records of CSSW Parent, the Obligors Borrower or any Affiliate thereofof the Borrower.

Liability of the Agents. No Agent-Related Person, L/C Issuer or any Bank 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 Total Facility Bank Lender or participant for any recital, statement, representation or warranty made by the Borrower or any Obligor Subsidiary 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 any 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 or any Obligor Subsidiary or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Agent-Related Person shall be under any obligation to any Total Facility Bank 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 Obligors any Loan Party or any Affiliate thereof.

Liability of the Agents. No Agent-Related Person, L/C Issuer None of the Agents or any Bank of their respective Related Parties 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 Total Facility Bank or participant of the Lenders for any recital, statement, representation representation, or warranty made by any Obligor Borrower or Affiliate of any Borrower, 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 any an 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 any Obligor Borrower or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Agent-None of the Agents or any of their respective Related Person Parties shall be under any obligation to any Total Facility Bank or participant Lender 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 Obligors any Borrower or any Affiliate thereofBorrower’s Affiliates.

Liability of the Agents. No None of the Agent-Related Person, L/C Issuer or any Bank Persons shall (ai) be liable to any of the Banks 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 such Agent-Related Person's own gross negligence or willful misconduct in connection with its duties expressly set forth hereinmisconduct), or (bii) be responsible in any manner to any Total Facility Bank or participant of the Banks for any recital, statement, representation or warranty made by the Borrowers, any Obligor Subsidiary or Affiliate of the Borrowers, 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 any 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 any Obligor the Borrowers or any other party to any Loan Document to perform its obligations obligation hereunder or thereunder. No Agent-Related Person shall be under any obligation to any Total Facility 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 Agreement or any other Loan Document, or to inspect the properties, books or records of the Obligors Borrowers, or any Subsidiary or any Affiliate thereofof the Borrowers.

Liability of the Agents. No None of the Agent-Related Person, L/C Issuer or any Bank 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 Total Facility Bank or participant of the Lender Parties for any recital, statement, representation or warranty made by the Borrower or any Obligor Subsidiary or Affiliate of the Borrower, 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 any 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 any Obligor the Borrower or any other party to any Loan Document to perform its obligations hereunder or thereunder. No Agent-Related Person shall be under any obligation to any Total Facility Bank or participant Lender 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 Document, or to inspect the properties, books or records or the Borrower or any of the Obligors Borrower's Subsidiaries or any Affiliate thereofAffiliates.