Common use of Limitations on Duties of Collateral Agent Clause in Contracts

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and the Security Documents, and no implied covenants or obligations shall be read into this Agreement or any Security Document against the Collateral Agent. By acceptance of the benefits under this Agreement and the Security Documents, the holders of External Sharing Debt shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) direct the actions of the Collateral Agent hereunder or under any Security Document (except as provided in the last sentence of Section 5.4(b)), (ii) except as set forth in Section 6.3, have the right to consent to any amendment, supplement, waiver or other modification to this Agreement or any Security Document or to any release of Collateral or Guarantees, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any Security Document against any Grantor or to exercise any remedy hereunder or thereunder, (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, the enforcement of any provisions of this Agreement or any Security Document against any Grantor, the exercise of any remedy hereunder or thereunder, the release of any Security Document, the release of any Collateral or Guarantees, the consent to any amendment or modification of this Agreement or any Security Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, in accordance with this Agreement or any Security Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any Security Document. By acceptance of the benefits under this Agreement and the Security Documents, the holders of External Sharing Debt, as Secured Parties, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks and the Grantors to permit such Persons to be Secured Parties under this Agreement and under the Security Documents and are being relied upon by the Banks and the Grantors as consideration therefor.

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and the Shared Collateral Security Documents, and no implied covenants or obligations shall be read into this Agreement or any Shared Collateral Security Document against the Collateral Agent. By acceptance of the benefits under this Agreement Agreement, the Public Debt Trustee and the Security Documents, Holders of the holders of External Sharing Public Debt Obligations shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) direct the actions of the Collateral Agent hereunder or under any Shared Collateral Security Document (except as provided in the last sentence of Section 5.4(b))Document, (ii) except as set forth in Section 6.3, have the right to consent to any amendment, supplement, waiver or other modification to this Agreement or any Shared Collateral Security Document or to any release of Collateral or GuaranteesDocument, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any Shared Collateral Security Document against any Grantor or to exercise any remedy hereunder or thereunder, (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, the enforcement of any provisions of this Agreement or any Shared Collateral Security Document against any Grantor, the exercise of any remedy hereunder or thereunder, the release of any Shared Collateral Security Document, the release of any Collateral or Guarantees, the consent to any amendment or modification of this Agreement or any Shared Collateral Security Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, in accordance with this Agreement or any Shared Collateral Security Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any Shared Collateral Security Document. By acceptance of the benefits under this Agreement Agreement, the Public Debt Trustee and the Security Documents, Holders of the holders of External Sharing DebtPublic Debt Obligations, as Secured Parties, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks and the Grantors Lenders to permit such Persons to be Secured Parties under this Agreement and under the Shared Collateral Security Documents and are being relied upon by the Banks and the Grantors Lenders as consideration therefor.

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and the other Security Documents. Without limiting the generality of the foregoing, the Collateral Agent (a) shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, and no implied covenants (b) shall not have any duty to take any discretionary action or obligations exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by any other Loan Document that the Collateral Agent is instructed in writing to exercise by the Required Lenders (or such number of Lenders or percentage of the Lenders as shall be read into this Agreement or any Security Document against necessary under the Collateral Agentcircumstances as provided in Section 9.02 of the Revolving Credit Agreement). By acceptance of the benefits under this Agreement and the other Security Documents, the holders of External Sharing Debt Secured Obligations (other than the Revolving Administrative Agent, the Issuing Banks and the Lenders under the Revolving Credit Agreement in their capacities as such) shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) direct the actions of the Collateral Agent hereunder or under any other Security Document (except as provided in the last sentence of Section 5.4(b))Document, (ii) except as set forth in Section 6.3, have the right to consent to any amendment, supplement, waiver or other modification to this Agreement or any other Security Document or to any release of Collateral or GuaranteesCollateral, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any other Security Document against any Grantor Loan Party or to exercise any remedy hereunder or thereunder, (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, including the enforcement of any provisions of this Agreement or any other Security Document against any GrantorLoan Party, the exercise of any remedy hereunder or thereunder, the release of any other Security Document, the release of any Collateral or GuaranteesCollateral, the consent to any amendment or modification of this Agreement or any other Security Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, in accordance with this Agreement or any Security Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, seeking to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any other Security Document. By acceptance of the benefits under this Agreement and the other Security Documents, the holders of External Sharing DebtSecured Obligations (other than the Revolving Administrative Agent, the Issuing Banks and the Lenders under the Revolving Credit Agreement in their capacities as such), as Secured Partiessecured parties hereunder, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks Lenders under the Revolving Credit Agreement and the Grantors Loan Parties to permit such Persons to be Secured Parties secured parties under this Agreement and under the other Security Documents and are being relied upon by the Banks Lenders and the Grantors Loan Parties as consideration therefor.

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and the Security Documents, and no implied covenants or obligations shall be read into this Agreement or any Security Document against the Collateral Agent. By acceptance of the benefits under this Agreement and the Security Documents, the holders of External Sharing Debt shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) direct the actions of the Collateral Agent hereunder or under any Security Document (except as provided in the last sentence of Section 5.4(b))Document, (ii) except as set forth in Section 6.3, have the right to consent to any amendment, supplement, waiver or other modification to this Agreement or any Security Document or to any release of Collateral or Guarantees, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any Security Document against any Grantor or to exercise any remedy hereunder or thereunder, (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, the enforcement of any provisions of this Agreement or any Security Document against any Grantor, the exercise of any remedy hereunder or thereunder, the release of any Security Document, the release of any Collateral or Guarantees, the consent to any amendment or modification of this Agreement or any Security Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, in accordance with this Agreement or any Security Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any Security Document. By acceptance of the benefits under this Agreement and the Security Documents, the holders of External Sharing Debt, as Secured Parties, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks Lenders and the Grantors to permit such Persons to be Secured Parties under this Agreement and under the Security Documents and are being relied upon by the Banks Lenders and the Grantors as consideration therefor.

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and the Security other Loan Group Documents. Without limiting the generality of the foregoing, the Collateral Agent (a) shall not be subject to any fiduciary or other implied duties, regardless of whether a Loan Group Default has occurred and is continuing, and no implied covenants (b) shall not have any duty to take any discretionary action or obligations exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by any other Loan Group Document that the Collateral Agent is instructed in writing to exercise by the “Required Lenders” under each of the Credit Agreements (or such other number of lenders or percentage of lenders as shall be read into this Agreement or any Security Document against necessary under the Collateral Agentcircumstances as provided in each of the Credit Agreements). By acceptance of the benefits under this Agreement and the Security other Loan Group Documents, the holders of External Sharing Debt any obligation secured hereby (other than the administrative agents under the Credit Agreements, the Loan Group Issuing Banks and the Loan Group Lenders in their capacities as such) shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) direct the actions of the Collateral Agent hereunder or under any Security Document (except as provided in the last sentence of Section 5.4(b))other Loan Group Document, (ii) except as set forth in Section 6.3, have the right to consent to any amendment, supplement, waiver or other modification to this Agreement or any Security other Loan Group Document or to any release of Collateral or Guaranteesguarantees, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any Security other Loan Group Document against any Grantor Loan Group Party or to exercise any remedy hereunder or thereunder, (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, including the enforcement of any provisions of this Agreement or any Security other Loan Group Document against any GrantorLoan Group Party, the exercise of any remedy hereunder or thereunder, the release of any Security other Loan Group Document, the release of any Collateral or Guaranteesguarantees, the consent to any amendment or modification of this Agreement or any Security other Loan Group Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, in accordance with this Agreement or any Security Loan Group Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, seeking to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any Security other Loan Group Document. By acceptance of the benefits under this Agreement and the Security other Loan Group Documents, the holders of External Sharing Debtobligations secured hereby (other than the administrative agents under the Credit Agreements, the Loan Group Issuing Banks and the Loan Group Lenders in their capacities as such), as Secured Partiessecured parties hereunder, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks Loan Group Lenders and the Grantors Loan Group Parties to permit such Persons persons to be Secured Parties secured parties under this Agreement and under the Security other Loan Group Documents to the extent provided herein and therein, and are being relied upon by the Banks Loan Group Lenders and the Grantors Loan Group Parties as consideration therefor.

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and the Agreement, or any other Security DocumentsDocument, and no implied covenants or obligations shall be read into this Agreement Agreement, or any other Security Document against the Collateral Agent. By acceptance of the benefits under this Agreement and the Security DocumentsAgreement, the holders of External Sharing Debt Holders shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) direct the actions of the Collateral Agent hereunder or under any Security Document (except as provided in the last sentence of Section 5.4(b))Document, (ii) except as set forth in Section 6.3, have the right to consent to any amendment, supplement, waiver or other modification to this Agreement or any Security Document or to any release of Collateral or GuaranteesDocument, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any Security Document against any Grantor or to exercise any remedy hereunder or thereunder, (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, the enforcement of any provisions of this Agreement or any Security Document against any Grantor, the exercise of any remedy hereunder or thereunder, the release of any Security Document, the release of any Collateral or Guarantees, the consent to any amendment or modification of this Agreement or any Security Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, in accordance with this Agreement or any Security Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any Security Document. By acceptance of the benefits under this Agreement and the Security DocumentsAgreement, the holders of External Sharing DebtHolders, as Secured Parties, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks and the Grantors Credit Agreement Secured Parties to permit such Persons to be Secured Parties under this Agreement and under the Security Documents and are being relied upon by the Banks and the Grantors Credit Agreement Secured Parties as consideration therefor.

Limitations on Duties of Collateral Agent. (a) The Collateral Agent shall be obligated to perform such duties and only such duties as are specifically set forth in this Agreement and Agreement, the Security Documents or the Bond Security Documents, and no implied covenants or obligations shall be read into this Agreement Agreement, any Security Document or any Bond Security Document against the Collateral Agent. By acceptance of the benefits under this Agreement Agreement, the Security Documents and the Bond Security Documents, the holders or creditors of External Sharing Debt Obligations (other than the Collateral Agent in its capacity as such) shall be deemed to have agreed that they shall not be entitled to, and shall not, (i) save as expressly provided for in this Agreement or, in the case of the Senior Agreement Creditors to the extent not inconsistent with this Agreement and the Priority Agreement, direct the actions of the Collateral Agent hereunder or under any Security Document (except as provided in the last sentence of Section 5.4(b))or Bond Security Document, (ii) except as set forth in Section 6.3, have the right to consent to any amendmentobject to, supplement, waiver contest or other modification to this Agreement or any Security Document or to oppose any release of Collateral, and they shall be deemed to have approved any such release where the release of such Collateral is otherwise permitted or Guaranteesprovided for by this Agreement, the Priority Agreement and the Credit Agreement, (iii) take any action, or commence any legal proceeding seeking, to require, compel or cause the Collateral Agent to enforce any of the provisions of this Agreement or any Security Document or Bond Security Document against any Grantor Loan Party or to exercise any remedy hereunder or thereunderthereunder unless such provision is then enforceable or remedy exercisable under the terms of this Agreement or the Security Documents or Bond Security Documents and an Instructing Group has instructed the Collateral Agent to enforce such provision or exercise such remedy in accordance with this Agreement (or, in the case of the Hedging Banks and the enforcement of the Hedging Security Documents, Clause 12.2 of the Priority Agreement applies), (iv) take any action, or commence any legal proceeding seeking, to prevent or enjoin the Collateral Agent from taking any action (including, without limitation, including the enforcement of any provisions of this Agreement or any Security Document or Bond Security Documents against any GrantorLoan Party, the exercise of any remedy hereunder or thereunder, the release of any Security Document or Bond Security Document, the release of any Collateral or GuaranteesCollateral, the consent to any amendment or modification of this Agreement or any Security Document or Bond Security Document or the grant of any waiver hereunder or thereunder), or refraining from taking any such action, where such action or inaction is in accordance with this Agreement or any Security Document or Bond Security Document, as the case may be, or (v) otherwise take any action, or commence any legal proceeding seeking, to delay, hinder or otherwise impair the Collateral Agent in taking any such action in accordance with this Agreement or any Security Document or Bond Security Document. By acceptance of the benefits under this Agreement and the Security Documents, the holders of External Sharing Debt, as Secured Parties, will be deemed to have acknowledged and agreed that the provisions of the preceding sentence are intended to induce the Banks and the Grantors to permit such Persons to be Secured Parties under this Agreement and under the Security Documents and are being relied upon by the Banks and the Grantors as consideration therefor.