Common use of Limitation of responsibility of Existing Banks Clause in Contracts

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make no representation or warranty and assume no responsibility to the New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document, and any representations or warranties implied by law are excluded. (c) Nothing in any Finance Document obliges any Bank to: (i) accept a re-transfer from the New Bank of any of the rights and obligations transferred by novation under this Agreement; or (ii) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make an Existing Bank makes no representation or warranty and assume assumes no responsibility to the a New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the any Finance Documents Document or any other document, and any representations or warranties implied by law are excluded. (b) Each New Bank confirms to the Existing Bank and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Bank in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Stated Amount is in force. (c) Nothing in any Finance Document obliges any an Existing Bank to: (i) accept a re-transfer or re-assignment from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 23; or (ii) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. 24.4.1 Unless expressly agreed to the contrary, an Existing Bank makes no representation or warranty and assumes no responsibility to a New Bank for: (a) The the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (b) the financial condition of any Obligor; (c) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (d) the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. 24.4.2 Each New Bank confirms to each the Existing Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (iia) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any the Existing Bank in connection with any Finance Document; and (iiib) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make no representation or warranty and assume no responsibility to the New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document, and any representations or warranties implied by law are excluded. (c) 24.4.3 Nothing in any Finance Document obliges any an Existing Bank to: (ia) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 24; or (iib) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make an Existing Bank makes no representation or warranty and assume assumes no responsibility to the a New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Transaction Documents or any other documents; (ii) the financial condition of any Obligorthe Borrower; (iii) the performance and observance by any Obligor the Borrower of its obligations under the Finance Transaction Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents any Transaction Document or any other document, and any representations or warranties implied by law are excludedexcluded to the broadest extent legally permissible. (b) Each New Bank confirms to the Existing Bank and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of the Borrower and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Bank in connection with any Transaction Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of the Borrower and its related entities whilst any amount is or may be outstanding under the Transaction Documents or any Commitment is in force. (c) Nothing in any Finance Transaction Document obliges any an Existing Bank to: (i) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 26; or (ii) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor the Borrower of its obligations under the Finance Transaction Documents or otherwise.

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make an Existing Bank makes no representation or warranty and assume assumes no responsibility to the a New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the any Finance Documents Document or any other document, and any representations or warranties implied by law are excluded. (b) Each New Bank confirms to the Existing Bank and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Bank in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (c) Nothing in any Finance Document obliges any an Existing Bank to: (i) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 24; oror Back to Contents (ii) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. 25.4.1 Unless expressly agreed to the contrary, an Existing Bank makes no representation or warranty and assumes no responsibility to a New Bank for: (a) The the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (b) the financial condition of any Obligor; (c) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (d) the accuracy of any statements (whether written or oral) made in or in connection with any Finance Document or any other document, and any representations or warranties implied by law are excluded. 25.4.2 Each New Bank confirms to each the Existing Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (iia) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any the Existing Bank in connection with any Finance Document; and (iiib) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make no representation or warranty and assume no responsibility to the New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document, and any representations or warranties implied by law are excluded. (c) 25.4.3 Nothing in any Finance Document obliges any an Existing Bank to: (ia) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 25; or (iib) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. 19.3.1 Unless expressly agreed to the contrary, an Existing Bank makes no representation or warranty and assumes no responsibility to a New Bank for: (a) The the legality, validity, effectiveness, adequacy or enforceability of the Financing Documents or any other documents; (b) the financial condition of the Borrower; (c) the performance and observance by the Borrower of its obligations under the Financing Documents or any other documents; or (d) the accuracy of any statements (whether written or oral) made in or in connection with any Financing Document or any other document, and any representations or warranties implied by Law are excluded. 19.3.2 Each New Bank confirms to each the Existing Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Financing Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (iia) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor the Borrower and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any the Existing Bank in connection with any Finance Financing Document; and (iiib) will continue to make its own independent appraisal of the creditworthiness of each Obligor Borrower and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in forceFinancing Documents. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make no representation or warranty and assume no responsibility to the New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document, and any representations or warranties implied by law are excluded. (c) 19.3.3 Nothing in any Finance Financing Document obliges any an Existing Bank to: (ia) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 19; or (iib) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor the Borrower of its obligations under the Finance Financing Documents or otherwise.

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make an Existing Bank makes no representation or warranty and assume assumes no responsibility to the New Bank a Permitted Transferee for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligorthe Borrower; (iii) the performance and observance by any Obligor the Borrower of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the any Finance Documents Document or any other document, and any representations or warranties implied by law are excluded. (cb) Each Permitted Transferee confirms to the Existing Bank and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of the Borrower and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Bank in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of the Borrower and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (a) Nothing in any Finance Document obliges any an Existing Bank to: (iiii) accept a re-transfer Transfer from the New Bank a Permitted Transferee of any of the rights and obligations transferred by novation Transferred under this AgreementClause 26; or (iiiv) support any losses directly or indirectly incurred by the New Bank Permitted Transferee by reason of the non-performance by any Obligor the Borrower of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. 22.3.1 Unless expressly agreed to the contrary, an Existing Bank makes no representation or warranty and assumes no responsibility to a New Bank for: (a) The the legality, validity, effectiveness, adequacy or enforceability of the Financing Documents or any other documents; (b) the financial condition of the Borrower; (c) the performance and observance by the Borrower of its obligations under the Financing Documents or any other documents; or (d) the accuracy of any statements (whether written or oral) made in or in connection withany Financing Document or any other document, and any representations or warranties implied by Law are excluded. 22.3.2 Each New Bank confirms to each the Existing Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Financing Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (iia) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor the Borrower and its related entities relate dentities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any the Existing Bank in connection with any Finance Financing Document; and (iiib) will continue to make its own independent appraisal of the creditworthiness of each Obligor Borrower and its related entities whilst any amount is or may be outstanding under the Finance Financing Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make no representation or warranty and assume no responsibility to the New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the Finance Documents or any other document, and any representations or warranties implied by law are excluded. (c) 22.3.3 Nothing in any Finance Financing Document obliges any an Existing Bank to: (ia) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 22; or (iib) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor the Borrower of its obligations under the Finance Financing Documents or otherwise.

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make an Existing Bank makes no representation or warranty and assume assumes no responsibility to the a New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the any Finance Documents Document or any other document, and any representations or warranties implied by law are excluded. (b) Each New Bank confirms to the Existing Bank and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Bank in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (c) Nothing in any Finance Document obliges any an Existing Bank to: (i) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 22; or (ii) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.

Limitation of responsibility of Existing Banks. (a) The New Bank confirms to each Bank (including, for the purposes of paragraph (i) and (ii) only, the Exiting Bank) and the other Finance Parties that it: (i) has received a copy of the Original Credit Agreement together with such other information as it has required in connection with this transaction; (ii) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and the Restated Agreement and has not relied exclusively on any information provided to it by any Bank in connection with any Finance Document; and (iii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (b) Unless expressly agreed to the contrary, the Banks (including, for the avoidance of doubt, the Exiting Bank) make an Existing Bank makes no representation or warranty and assume assumes no responsibility to the a New Bank for: (i) the legality, validity, effectiveness, adequacy or enforceability of the Finance Documents or any other documents; (ii) the financial condition of any Obligor; (iii) the performance and observance by any Obligor of its obligations under the Finance Documents or any other documents; or (iv) the accuracy of any statements (whether written or oral) made in or in connection with the any Finance Documents Document or any other document, and any representations or warranties implied by law are excluded. (b) Each New Bank confirms to the Existing Bank and the other Finance Parties that it: (i) has made (and shall continue to make) its own independent investigation and assessment of the financial condition and affairs of each Obligor and its related entities in connection with its participation in this Agreement and has not relied exclusively on any information provided to it by the Existing Bank in connection with any Finance Document; and (ii) will continue to make its own independent appraisal of the creditworthiness of each Obligor and its related entities whilst any amount is or may be outstanding under the Finance Documents or any Commitment is in force. (c) Nothing in any Finance Document obliges any an Existing Bank to: (i) accept a re-transfer from the a New Bank of any of the rights and obligations assigned or transferred by novation under this AgreementClause 26; or (ii) support any losses directly or indirectly incurred by the New Bank by reason of the non-performance by any Obligor of its obligations under the Finance Documents or otherwise.