Limitation of Liability of the Collateral Agent Sample Clauses

Limitation of Liability of the Collateral Agent. The Collateral Agent is entering into this Indenture and the Collateral Documents not in its individual capacity but solely in its capacity as Collateral Agent under the Note Documents and in entering into the Note Documents and acting hereunder and thereunder. Notwithstanding anything to the contrary contained herein or in any other Note Document, the Collateral Agent shall be entitled to all the rights, protections and immunities granted to the Collateral Agent under this Indenture. The permissive authorizations, entitlements, powers and rights granted to the Collateral Agent shall not be construed as duties. Any exercise of discretion on behalf of the Collateral Agent shall be exercised in accordance with the terms of the Indenture, the Collateral Documents and the Intercreditor Agreement. Notwithstanding anything to the contrary contained herein or in any other Note Document, and for the avoidance of doubt, any obligations of Collateral Agent to indemnify, compensate or reimburse the any party under the terms of any Note Documents, shall be (i) an obligation of the Collateral Agent solely in its capacity as Collateral Agent under the Note Documents; (ii) limited solely to the funds available to it under the Note Documents at any point in time; (iii) limited solely to the scope of the Collateral Agent’s direction to a party to the Note Documents; and (iv) not applicable in the event of gross negligence or intentional misconduct of the applicable party to the Note Documents. The obligation of the Collateral Agent to indemnify, or reimburse or pay any amounts, under the terms of any Note Documents shall not be an obligation of Computershare Trust Company of Canada, in its individual or corporate capacity. In addition, the Company agrees to indemnify and hold harmless the Collateral Agent, its officers, directors, employees and agents, from and against any and all claims, actions, causes of action, suits, duties, debts, demands, interests, penalties, expenses (including, without limitation, legal fees and disbursements on a solicitor and client basis), charges, damages, losses or liabilities suffered or incurred (including without limitation, any claims brought by any Holder or any third-party) against the Collateral Agent by any principal, partner, manager, shareholder, employee, delegate or agent of Cxxxxxxx Chance LLP (“Cxxxxxxx Chance LLP”), arising in connection with the Power of Attorney granted by Computershare Trust Company of Canada (“CTCC”) dated...
Sample 1
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Limitation of Liability of the Collateral Agent. The parties hereto agree that Molteni, in its individual capacity and in its capacity as Collateral Agent, shall bear no responsibility or liability for (i) any actions taken or omitted to be taken by Horizon TFC while it served as the Collateral Agent under the Credit Agreement and the other Loan Documents, or (ii) any event, circumstance, condition, or action, existing on or prior to the Restatement Effective Date, with respect to the Collateral, the Original Credit Agreement, or any other Loan Document, or the transactions contemplated thereby.
Sample 1

Related to Limitation of Liability of the Collateral Agent

  • Limitation of Liability of Manager As an inducement to your undertaking to render services pursuant to this Agreement, the Trust agrees that you shall not be liable under this Agreement for any error of judgment or mistake of law or for any loss suffered by the Fund in connection with the matters to which this Agreement relates, provided that nothing in this Agreement shall be deemed to protect or purport to protect you against any liability to the Trust, the Fund or its shareholders to which you would otherwise be subject by reason of willful misfeasance, bad faith or gross negligence in the performance of your duties, or by reason of your reckless disregard of your obligations and duties hereunder.

  • Limitation of Liability of Trustee It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust Company (“WTC”), not individually or personally but solely as Trustee of the Trust, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Trust is made and intended not as personal representations, undertakings and agreements by WTC but is made and intended for the purpose of binding only the Trust, (c) nothing herein contained shall be construed as creating any liability on WTC, individually or personally, to perform any covenant either expressed or implied contained herein of the Trust, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto, (d) WTC has not verified and has made no investigation as to the accuracy or completeness of any representations and warranties made by the Trust in this Agreement and (e) under no circumstances shall WTC be personally liable for the payment of any indebtedness or expenses of the Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Trust under this Agreement or any other related documents.

  • LIMITATION OF LIABILITY OF THE MANAGER The Manager shall not be liable for any error of judgment or mistake of law or for any loss suffered by the Fund in connection with the matters to which this Agreement relates, except a loss resulting from willful misfeasance, bad faith or gross negligence on the Manager's part in the performance of its duties or from reckless disregard by it of its obligations and duties under this Agreement.

  • Limitation of Liability of the Subadviser Neither the Subadviser nor any of its officers, directors, or employees, nor any person performing executive, administrative, trading, or other functions for the applicable Company, the applicable Fund (at the direction or request of the Subadviser) or the Subadviser in connection with the Subadviser’s discharge of its obligations undertaken or reasonably assumed with respect to this Agreement, shall be liable for (i) any error of judgment or mistake of law or for any loss suffered by the Company or Fund or (ii) any error of fact or mistake of law contained in any report or data provided by the Subadviser, except for any error, mistake or loss resulting from willful misfeasance, bad faith, or gross negligence in the performance of its or his duties on behalf of the Company or Fund or from reckless disregard by the Subadviser or any such person of the duties of the Subadviser pursuant to this Agreement.

  • Limitation of Liability of the Owner Trustee It is expressly understood and agreed by the parties hereto that (a) this Indenture is executed and delivered by Wilmington Trust, National Association, not individually or personally but solely as Owner Trustee of the Issuer, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Issuer is made and intended not as personal representations, undertakings and agreements by Wilmington Trust, National Association but is made and intended for the purpose of binding only the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein of the Issuer, all such liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has not verified and made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in this Indenture and (e) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Indenture or any other related documents.

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