No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge and agree, and acknowledge their respective Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders and the Arrangers on the other hand, (B) the Borrower and each Loan Party have consulted their own legal, accounting, regulatory and tax advisors to the extent they have deemed appropriate, and (C) the Borrower and each Loan Party are capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender and each Arranger are and have been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive and release any claims that it may have against the Administrative Agent, the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 5 contracts
Samples: Credit Agreement (Moneygram International Inc), Second Lien Credit Agreement (Moneygram International Inc), Credit Agreement (Moneygram International Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender nor any Arranger or any Lender, has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender nor any Arranger or any Lender, has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 5 contracts
Samples: Term Loan Agreement (Jacobs Solutions Inc.), Credit Agreement (Jacobs Solutions Inc.), Credit Agreement (Jacobs Engineering Group Inc /De/)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Lead Arrangers are arm’s-length commercial transactions between the each Borrower, each of the Loan Party Parties, and their respective Affiliates, on the one hand, and the Administrative AgentAgent each of the Lead Arrangers, the Lenders and the Arrangers on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower Borrowers and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Joint Lead Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Joint Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 5 contracts
Samples: Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arrangers, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 5 contracts
Samples: Credit Agreement (Dun & Bradstreet Holdings, Inc.), Credit Agreement (Dun & Bradstreet Holdings, Inc.), Credit Agreement (Dun & Bradstreet Holdings, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Joint Lead Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, Agent nor any Lender nor any or Joint Lead Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Joint Lead Arrangers, the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, Agent nor any Lender nor any or Joint Lead Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, Each of the Borrower and each the other Loan Party hereby waive and release any claims Parties agrees that it may have against will not claim that any of the Administrative Agent, Joint Lead Arrangers or Lenders has rendered advisory services of any nature or respect or owes a fiduciary or similar duty to the Lenders and the Arrangers with respect to any breach Borrower or alleged breach of agency or fiduciary duty such Loan Party, in connection with any aspect of any transaction the transactions contemplated herebyhereby or the process leading thereto.
Appears in 5 contracts
Samples: Credit Agreement (Equinix Inc), Credit Agreement (Equinix Inc), Credit Agreement (Equinix Inc)
No Advisory or Fiduciary Responsibility. The relationship between the Borrower, on the one hand, and the Lenders, the Administrative Agent and the Co-Syndication Agents on the other, shall be solely that of borrower and lender. Neither the Administrative Agent nor the Co-Syndication Agents nor any Lender shall have any fiduciary responsibilities to the Borrower. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Co-Syndication Agents and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Co-Syndication Agents and the Arrangers Arrangers, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Co-Syndication Agents and the Arrangers each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor the Co-Syndication Agents nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Co-Syndication Agents, the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor the Co-Syndication Agents nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party Party, or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Co-Syndication Agents and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty to the Borrower or any other Loan Party in connection with any aspect of any transaction contemplated hereby. Neither the Administrative Agent nor the Co-Syndication Agents nor any Lender undertakes any responsibility to the Borrower to review or inform the Borrower of any matter in connection with any phase of the Borrower’s business or operations.
Appears in 5 contracts
Samples: Term Loan Credit Agreement (InvenTrust Properties Corp.), Term Loan Credit Agreement (InvenTrust Properties Corp.), Credit Agreement (InvenTrust Properties Corp.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Lead Arrangers, the other Agents and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates (including the Arranger) and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates (including the Arranger) and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates (including the Arranger) nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates (including the Arranger) and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates (including the Arranger) nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, any of its Affiliates (including the Lenders and the Arrangers Arranger) or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Armstrong Flooring, Inc.), Credit Agreement (Armstrong Flooring, Inc.), Credit Agreement (Armstrong Flooring, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Arranger and the Lenders and the Arrangers their respective Affiliates are arm’s-length commercial transactions between the Borrower, each Loan Party and their respective its Affiliates, on the one hand, and the Administrative Agent, the Arranger and the Lenders and the Arrangers their respective Affiliates, on the other hand, (Bii) each of the Borrower and each Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, the Arranger and each Lender and each Arranger are of their respective Affiliates each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any Loan Party or any of their respective its Affiliates, or any other Person and (Bii) neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor any of their respective Affiliates has any obligation to any Loan Party or any of its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger of their respective Affiliates has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Arranger, the Lenders and the Arrangers their respective Affiliates with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Hecla Mining Co/De/), Credit Agreement (Hecla Mining Co/De/), Credit Agreement (Duluth Holdings Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective Affiliatesacknowledges its Subsidiaries’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, Borrower and each other Loan Party and their respective AffiliatesParty, on the one hand, and the Administrative Agent, the Lenders and the Arrangers Arrangers, on the other hand, (B) the Borrower and each other Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender and each Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, Borrower or any other Loan Party or any of their respective its Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender nor any Arranger has any obligation to the Borrower nor or any other Loan Party nor or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Lenders and each Arranger the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Borrower and each other Loan Parties Party and any of their respective its Affiliates, and neither the Administrative Agent, any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, Borrower or any other Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Term Loan Agreement (Healthpeak Properties, Inc.), Term Loan Agreement (Healthpeak Properties, Inc.), Credit Agreement (Healthpeak Properties, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower Borrower, each other Loan Party and each Subsidiary of each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and the Arrangers, and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party, each Subsidiary of each Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders each Arranger, and the Arrangers Lenders, on the other hand, (Bii) each of the Borrower and the other Loan Parties, and each Subsidiary of each Loan Party have Party, has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) each of the Borrower and each other Loan Party are Party, and each Subsidiary of each Loan Party, is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; , (iib) (Ai) each of the Administrative Agent, Agent each Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party Party, any Subsidiary of a Loan Party, or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender nor any Arranger nor any Lender has any obligation to the Borrower nor Borrower, any other Loan Party, any Subsidiary of a Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; , and (iiic) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties Parties, each Subsidiary of each Loan Party, and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger nor any Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party, any Subsidiary of each Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrower, each other Loan Party and each Subsidiary of each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Mission Broadcasting Inc), Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Dave & Buster's Entertainment, Inc.), Credit Agreement (Dave & Buster's Entertainment, Inc.), Credit Agreement (Dave & Buster's Entertainment, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower Loan Parties acknowledges and each Loan Party acknowledge agrees (on behalf of itself and agree, and acknowledge their respective its Affiliates’ understanding), that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, the L/C Issuers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers, the L/C Issuers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower and each Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers, the L/C Issuers and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party Parties or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger, any L/C Issuer nor any Arranger Lender has any obligation to the Borrower nor any Loan Party nor Parties or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers, the L/C Issuers, the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger, any L/C Issuer nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of Parties and their respective Affiliates. To Each of the fullest extent permitted by law, the Borrower and each Loan Party Parties hereby waive and release any claims agrees that it may have against will not claim that any of the Administrative Agent, the Arrangers, L/C Issuers or Lenders and the Arrangers with respect to any breach or alleged breach of agency or their respective affiliates owes a fiduciary duty or similar duty to it in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.), Credit Agreement (Lamb Weston Holdings, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, are arm’s-length commercial transactions between the BorrowerBorrower , each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by lawApplicable Laws, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Pebblebrook Hotel Trust), Credit Agreement (Pebblebrook Hotel Trust), Credit Agreement (Pebblebrook Hotel Trust)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, appropriate and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative Agent, the Arrangers or any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative Agent, the Arrangers or any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Term Loan Agreement (MPLX Lp), Term Loan Agreement (Marathon Petroleum Corp), Credit Agreement (MPLX Lp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the such Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) the each of such Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the such Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the such Borrower, any other Loan Party or any of their respective Affiliates, Affiliates or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger nor any Lender has any obligation to the Borrower nor such Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the such Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger nor any Lender has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 4 contracts
Samples: Credit Agreement (Tetra Tech Inc), Credit Agreement (Tetra Tech Inc), Credit Agreement (Tetra Tech Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative AgentAgents, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgents, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agents nor any Arranger or Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative AgentAgents, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agents nor any Arranger or Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative AgentAgents, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Third Amendment and Restatement Agreement (Targa Resources Partners LP), Second Amendment and Restatement Agreement (Targa Resources Partners LP), Credit Agreement (Targa Resources Partners LP)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, amendment and restatement, waiver or other modification hereof or of any other Loan Document), each of the Borrower Loan Parties acknowledges and each Loan Party acknowledge and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Arrangers Arranger are arm’s-length commercial transactions between the Borrower, each of the other Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Arranger, on the other hand, (B) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender of the Lenders and each the Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative Agent, any Lender nor or any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Lenders and each the Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative Agent, any Lender nor or any Arranger has any obligation to disclose any of such interests to the Borrower, any the other Loan Party Parties or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Lender or any Arranger with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Modification Agreement (Cim Real Estate Finance Trust, Inc.), Credit Agreement (Cole Office & Industrial REIT (CCIT II), Inc.), Credit Agreement (Cole Credit Property Trust V, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower and the Parent and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, Agent and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, the Parent, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (B) each of the Borrower Borrower, the Parent, and each other Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower the Parent and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, Agent and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, the Parent, any other Loan Party Party, or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, the Parent, any other Loan Party nor Party, or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Parent, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, the Parent, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and the Parent, and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Agent or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Ashford Hospitality Trust Inc), Credit Agreement (Ashford Hospitality Trust Inc), Credit Agreement (Ashford Hospitality Trust Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arrangers, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Smith & Wesson Brands, Inc.), Credit Agreement (Smith & Wesson Brands, Inc.), Credit Agreement (Smith & Wesson Holding Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Arranger and the Lenders and the Arrangers any Affiliate thereof are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates (including the Arranger) and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates (including the Arranger) and each Lender and its Affiliates each Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates (including the Arranger) nor any Arranger Lender or any of its Affiliates has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates (including the Arranger) and the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates (including the Arranger) nor any Arranger Lender or any of its Affiliates has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, any of its Affiliates (including the Lenders and the Arrangers Arranger) or any Lender or any of its Affiliates with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Ixia), Credit Agreement (Ixia), Credit Agreement (Ixia)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Credit Agreement provided by the Administrative AgentAgent and each Co-Lead Arranger, the Lenders and the Arrangers are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and each Co-Lead Arranger, the Lenders and the Arrangers on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Co-Lead Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Co-Lead Arranger has any obligation to the Borrower nor Borrowers, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Co-Lead Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Co-Lead Arranger has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Arrangers each Co-Lead Arranger with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Barnes Group Inc), Senior Unsecured Revolving Credit Agreement (Barnes Group Inc), Senior Unsecured Revolving Credit Agreement (Barnes Group Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower acknowledges and each Loan Party acknowledge and agreeagrees, and acknowledge their respective acknowledges and agrees that it has informed its other Affiliates’ understanding, that: (i) (A) no fiduciary, advisory or agency relationship between any of the Borrower and its Subsidiaries and the Administrative Agent or any Lender is intended to be or has been created in respect of any of the transactions contemplated hereby and by the other Loan Documents, irrespective of whether the Administrative Agent or any Lender has advised or is advising any of the Borrower and its Subsidiaries on other matters, (B) the arranging and other services regarding this Agreement provided by the Administrative Agent, Agent and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each Loan Party and their respective AffiliatesParties, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (BC) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (CD) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) the Administrative Agent and each of the Administrative Agent, each Lender Lenders is and each Arranger are and have has been acting solely as a principal and, except as may otherwise be expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party Borrower or any of their respective its Affiliates, or any other Person and (B) neither none of the Administrative Agent, Agent or any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties Borrower and any of their respective its Affiliates, and neither none of the Administrative Agent, Agent or any Lender nor any Arranger has any obligation to disclose any of such interests and transactions to the Borrower, any Loan Party Borrower or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower hereby waives and each Loan Party hereby waive and release releases any claims that it may have against the Administrative Agent, Agent and the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Amryt Pharma PLC), Credit Agreement (Amryt Pharma PLC), Restructuring Support Agreement (Novelion Therapeutics Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Parent Borrower and each other Loan Party acknowledge acknowledges and agree, and acknowledge their respective Affiliates’ understanding, agrees that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Co-Sustainability Coordinators, the Joint Lead Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Parent Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, Co-Sustainability Coordinators, the Lenders Joint Lead Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Parent Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Parent Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Co-Sustainability Coordinator , each Joint Lead Arranger and each Arranger are Lender each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Parent Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative Agent, any Co-Sustainability Coordinator, any Joint Lead Arranger or any Lender nor any Arranger has any obligation to the Borrower nor Parent Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Co-Sustainability Coordinators, the Joint Lead Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Parent Borrower, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative Agent, any Co-Sustainability Coordinator, any Joint Lead Arranger or any Lender nor any Arranger has any obligation to disclose any of such interests to the Parent Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Parent Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Co-Sustainability Coordinators, the Joint Lead Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Fourth Amended and Restated Revolving Credit Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (a) (i) no fiduciary, advisory or agency relationship between any Loan Party and its Subsidiaries and the Bank is intended to be or has been created in respect of the transactions contemplated hereby or by the other Loan Documents, irrespective of whether the Bank has advised or is advising any Loan Party or any of its Subsidiaries on other matters, (Aii) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers Bank are arm’s-length commercial transactions between the Borrower, each such Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative AgentBank, the Lenders and the Arrangers on the other hand, (Biii) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have that it has deemed appropriate, appropriate and (Civ) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; and (iib) (Ai) each of the Administrative Agent, each Lender Bank is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective its Affiliates, or any other Person and Person; (Bii) neither the Administrative Agent, any Lender nor any Arranger Bank has any no obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Bank and each Arranger and their its respective Affiliates may be engaged engaged, for their own accounts or the accounts of customers, in a broad range of transactions that involve interests that differ from those of the Borrower, the any Loan Parties Party and any of their respective its Affiliates, and neither the Administrative Agent, any Lender nor any Arranger Bank has any no obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Bank with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Pioneer Power Solutions, Inc.), Credit Agreement (Pioneer Power Solutions, Inc.), Credit Agreement (Pioneer Power Solutions, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers are arm’s-length commercial transactions between the each Borrower, each of the Loan Party Parties, and their respective Affiliates, on the one hand, and the Administrative AgentAgent each of the Joint Lead Arrangers, the Lenders and the Arrangers on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower Borrowers and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Joint Lead Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Joint Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp), Credit Agreement (World Fuel Services Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Term Loan Credit Agreement (Celanese Corp), Credit Agreement (Celanese Corp), Term Loan Credit Agreement (Celanese Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates and the Lenders and their Affiliates (solely for purposes of this Section, the Lenders and their Affiliates shall collectively be referred to as the Arrangers “Banks”), on the other hand, (Bii) each of the Borrower and each Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, each Lender Agent and its Affiliates and each Arranger are Bank is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Bank has any obligation to the Borrower nor any Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates and their respective Affiliates the Banks may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Bank has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Loan Parties hereby waives and each Loan Party hereby waive and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any of its Affiliates or any Bank with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Foster L B Co), Credit Agreement (Foster L B Co), Credit Agreement (Foster L B Co)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Arranger and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any of its Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (KVH Industries Inc \De\), Credit Agreement (B. Riley Financial, Inc.), Credit Agreement (Calix, Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendmenthereby, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers Agent are arm’s-length commercial transactions between the Borrower, each Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (B) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan Party are capable of is responsible for evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the Credit Agreement and the other Loan Documents; (ii) (A) each of the Administrative Agent, Agent and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any each Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor Parties or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party Parties or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, Agent and the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Second Lien Credit Agreement (Global Eagle Entertainment Inc.), Second Lien Security Agreement (Global Eagle Entertainment Inc.), Incremental Amendment (Global Eagle Entertainment Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Designated Company and each other Loan Party acknowledge acknowledges and agree, and acknowledge their respective Affiliates’ understanding, agrees that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Collateral Agent and the Mandated Lead Arrangers are arm’s-length commercial transactions between the Borrower, Designated Company and each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Collateral Agent and the Arrangers Mandated Lead Arrangers, on the other hand, (B) each of the Borrower Designated Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Designated Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Collateral Agent, and the Mandated Lead Arrangers each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerDesignated Company, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender the Collateral Agent nor any Arranger the Mandated Lead Arrangers has any obligation to the Borrower nor Designated Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Collateral Agent and each Arranger the Mandated Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerDesignated Company, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender the Collateral Agent nor any Arranger of the Mandated Lead Arrangers has any obligation to disclose any of such interests to the BorrowerDesignated Company, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Designated Company and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Collateral Agent and the Mandated Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative Agent, Agent and any Affiliate thereof and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any of its Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Good Times Restaurants Inc.), Credit Agreement (Jamba, Inc.), Credit Agreement (Good Times Restaurants Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the each Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any of its Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Benchmark Electronics Inc), Credit Agreement (Benchmark Electronics Inc), Credit Agreement (Benchmark Electronics Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of Parent, the Borrower and each other Loan Party acknowledge acknowledges and agree, agrees and acknowledge their respective acknowledges its Affiliates’ understanding, that: understanding that (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, Agent and/or the Lenders and the Arrangers are arm’s-length commercial transactions between Parent, the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (B) each of Parent, the Borrower and each the other Loan Party Parties have consulted their own legal, accounting, regulatory and tax advisors to the extent they have deemed appropriate, and (C) each of Parent, the Borrower and each other Loan Party are is capable of evaluatingevaluating and understanding, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person Person, Parent, and (B) neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to Parent, the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions transaction contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of Parent, the Borrower, the other Loan Parties and any of their respective Affiliates, and neither each of the Administrative Agent, any Lender nor any Arranger Agent and the Lenders has any no obligation to disclose any of such interests to Parent, the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of Parent, the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Agent or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (LendingTree, Inc.), Credit Agreement (LendingTree, Inc.), Credit Agreement (LendingTree, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and each Arranger, the Lenders and the Arrangers are arm’s-length commercial transactions between the each Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and each Arranger, the Lenders and the Arrangers each of their respective Affiliates, on the other hand, (B) the Borrower and each Loan Party have it has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan Party are it is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger, each Borrower, and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrowerany other party hereto, any Loan Party or Affiliates of any of their respective Affiliatesother party hereto, or any other Person and (B) neither none of the Administrative Agent, the Arrangers, the Borrowers, or any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor any of other party hereto or to their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Arranger, each Lender and each Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive and release any claims that it may have against the Administrative Agent, the Lenders Arrangers, each Borrower, each other Loan Party and the Arrangers each Lender hereby waives and releases any claims that they may have against each other with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby. Each of the Administrative Agent and the Lenders acknowledge and agree that it has consulted its own legal, accounting, regulatory and tax advisors to the extent it has deemed appropriate.
Appears in 3 contracts
Samples: Credit Agreement (Enbridge Energy Partners Lp), Credit Agreement (Midcoast Energy Partners, L.P.), Credit Agreement (Midcoast Energy Partners, L.P.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agree, agrees and acknowledge their respective acknowledges its Affiliates’ understanding, understanding that that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Arrangers and/or the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) the each of Borrower and each the other Loan Party Parties have consulted their own legal, accounting, regulatory and tax advisors to the extent they have deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluatingevaluating and understanding, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender the Arrangers and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party Party, or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions transaction contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither each of the Administrative Agent, any Lender nor any Arranger the Arrangers and the Lenders has any no obligation to disclose any of such interests to the Borrower, any other Loan Party or of any of their respective Affiliates. To the fullest extent permitted by lawLaw, the each of Borrower and each the other Loan Party Parties hereby waive and release release, any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers each Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (OneWater Marine Inc.), Credit Agreement (OneWater Marine Inc.), Credit Agreement (OneWater Marine Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower Company and each the other Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by lawapplicable Law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement, Credit Agreement (Amazon Com Inc), Credit Agreement (Amazon Com Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agree, agrees and acknowledge their respective acknowledges its Affiliates’ understanding, understanding that: (a) (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lead Arrangers and/or the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Lead Arrangers and the Arrangers Lenders, on the other hand, (Bii) the each of Borrower and each the other Loan Party Parties have consulted their own legal, accounting, regulatory and tax advisors to the extent they have deemed appropriate, appropriate and (Ciii) the Borrower and each other Loan Party are is capable of evaluatingevaluating and understanding, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, each Lender the Lead Arrangers and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party Party, or any of their respective Affiliates, or any other Person and (Bii) neither none of the Administrative Agent, the Lead Arrangers and any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions transaction contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender and each Arranger the Lead Arrangers, the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither each of the Administrative Agent, any Lender nor any Arranger the Lead Arrangers and the Lenders has any no obligation to disclose any of such interests to the Borrower, any other Loan Party or of any of their respective Affiliates. To the fullest extent permitted by lawLaw, the each of Borrower and each the other Loan Party Parties hereby waive and release release, any claims that it may have against the Administrative Agent, the Lenders Lead Arrangers and the Arrangers each Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Biotelemetry, Inc.), Credit Agreement (Biotelemetry, Inc.), Credit Agreement (BioTelemetry, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Parent, Borrower, and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Arrangers each Joint Lead Arranger are arm’s-length commercial transactions between the Parent, Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and each Joint Lead Arranger, the Lenders and the Arrangers on the other hand, (B) each of Parent, Borrower, and the Borrower and each other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, each Lender Agent and each Joint Lead Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Parent, Borrower, any other Loan Party Party, or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to the Borrower nor Parent, Borrower, any other Loan Party nor Party, or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) Administrative Agent and the Administrative Agent, each Lender and each Arranger Joint Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Parent, Borrower, the other Loan Parties Parties, and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to disclose any of such interests to the Parent, Borrower, any other Loan Party Party, or any of their respective Affiliates. To the fullest extent permitted by lawLaw, each of Parent, Borrower, and the Borrower other Loan Parties hereby waives and each Loan Party hereby waive and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (DLC Realty Trust, Inc.), Credit Agreement (DLC Realty Trust, Inc.), Credit Agreement (DLC Realty Trust, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Lead Borrower and each other Loan Party acknowledge acknowledges and agree, and acknowledge their respective Affiliates’ understanding, agrees that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Lead Borrower, each other Loan Party and their respective AffiliatesSubsidiaries, on the one hand, and the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Lead Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Lead Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Joint Lead Arranger and each Arranger are Lender each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Lead Borrower, any other Loan Party or any of their respective AffiliatesSubsidiaries, or any other Person and (B) neither none of the Administrative Agent, any Joint Lead Arranger or any Lender nor any Arranger has any obligation to the Borrower nor Lead Borrower, any other Loan Party nor or any of their respective Affiliates Subsidiaries with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Joint Lead Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Lead Borrower, the other Loan Parties and any of their respective AffiliatesSubsidiaries, and neither none of the Administrative Agent, any Joint Lead Arranger or any Lender nor any Arranger has any obligation to disclose any of such interests to the Lead Borrower, any other Loan Party or any of their respective AffiliatesSubsidiaries. To the fullest extent permitted by law, each of the Lead Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Rayonier Advanced Materials Inc.), Revolving Credit Agreement (Rayonier Advanced Materials Inc.), Revolving Credit Agreement (Rayonier Advanced Materials Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Borrowers and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Arrangers Joint Book Runners are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Joint Book Runners, on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Borrowers and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Arranger are Joint Book Runner is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger Joint Book Runner has any obligation to the Borrower nor Borrowers, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Joint Book Runners and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger Joint Book Runner has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by applicable law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Arrangers Joint Book Runners with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Abl Credit Agreement (Ardent Health Partners, LLC), Amendment and Restatement Agreement (Ardent Health Partners, LLC), Abl Credit Agreement (Ardent Health Partners, LLC)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Arranger and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates (including the Arranger) and the Lenders and their Affiliates (collectively, solely for purposes of this Section 11.17, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates (including the Arranger) and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates (including the Arranger) nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates (including the Arranger) and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates (including the Arranger) nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, any of its Affiliates (including the Lenders and the Arrangers Arranger) or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Trecora Resources), Credit Agreement (Solarcity Corp), Credit Agreement (Trecora Resources)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Holdings and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerHoldings, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders, on the other hand, (B) each of Holdings and the Borrower and each other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Holdings and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerHoldings, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor Holdings, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerHoldings, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit and Guaranty Agreement (Latham Group, Inc.), Credit and Guaranty Agreement (Latham Group, Inc.), Credit and Guaranty Agreement (Latham Group, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender of the Arrangers nor any Arranger Lender has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers, the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of the Arrangers nor any Arranger Lender has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Celestica Inc), Credit Agreement (Celestica Inc), Credit Agreement (Celestica Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agree, and acknowledge their respective Affiliates’ understanding, agrees that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the each Borrower, each other Loan Party and their respective Subsidiaries and Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective Subsidiaries and Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Subsidiaries and Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Subsidiaries and Affiliates, and neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Subsidiaries and Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Alexander & Baldwin, Inc.), Term Loan Agreement (Alexander & Baldwin, Inc.), Credit Agreement (Alexander & Baldwin, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers Agent are arm’s-length commercial transactions between the Borrower, each Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (B) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, appropriate and (C) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, the Lead Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any each Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Lead Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor Parties or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party Parties or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, Agent and the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Redwire Corp), Credit Agreement (Redwire Corp), Credit Agreement (Redwire Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Arrangers are arm’s-length commercial transactions between the such Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Arrangers, on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party Parties have consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower Borrowers and each the other Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerBorrowers, any other Loan Party Party, or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger has any obligation to the Borrower nor any Borrowers, the other Loan Party nor Parties or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the any other Loan Parties Party and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party Parties or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Carpenter Technology Corp), Credit Agreement (Carpenter Technology Corp), Credit Agreement (Carpenter Technology Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Nathans Famous, Inc.), Credit Agreement (TPG RE Finance Trust, Inc.), Credit Agreement (Zulily, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Borrowers and each other Loan Party acknowledge and agree, and acknowledge their respective Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Arranger and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and its Affiliates (including the Arranger), the L/C Issuer and its Affiliates, the Collateral Agent and its Affiliates and the Lenders and the Arrangers their Affiliates , on the other hand, (Bii) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower Borrowers and each other Loan Party are capable of evaluating, and understands understand and acceptsaccept, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative AgentAgent and its Affiliates (including the Arranger), the L/C Issuer and its Affiliates, the Collateral Agent and its Affiliates and each Lender and its Affiliates each Arranger are and have been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has have not been, is are not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither none the Administrative AgentAgent and any of its Affiliates (including the Arranger), the L/C Issuer and any of its Affiliates, the Collateral Agent and any of its Affiliates, or any Lender nor and any Arranger of its Affiliates has any obligation to the Borrower nor Borrowers, any other Loan Party nor or any of their respective Affiliates with respect to the [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative AgentAgent and its Affiliates (including the Arranger), each Lender the L/C Issuer and each Arranger its Affiliates, the Collateral Agent and its Affiliates, and the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither none the Administrative AgentAgent and any of its Affiliates (including the Arranger), the L/C Issuer and any of its Affiliates, the Collateral Agent and any of its Affiliates, or any Lender nor and any Arranger of its Affiliates has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative AgentAgent and any of its Affiliates (including the Arranger), the Lenders L/C Issuer and any of its Affiliates, the Arrangers Collateral Agent and any of its Affiliates, or any Lender and any of its Affiliates with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Sunrun Inc.), Credit Agreement (Sunrun Inc.), Credit Agreement (Sunrun Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative AgentAgents, the Lenders and the Arrangers Arranger are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgents, the Lenders and the Arrangers Arranger, on the other hand, (B) the such Borrower and each other Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the such Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative AgentAgents, each Lender the Lenders and each the Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative Agent, any Lender Agents nor any the Lenders nor the Arranger has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative AgentAgents, each Lender the Lenders and each the Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative Agent, any Lender Agents nor any the Lenders nor the Arranger has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against any of the Administrative AgentAgents, the Lenders and or the Arrangers Arranger with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Parent, Borrower, and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Lead Arrangers are arm’s-length commercial transactions between the Parent, Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and Lead Arrangers, the Lenders and the Arrangers on the other hand, (B) each of Parent, Borrower, and the Borrower and each other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, each Lender and each Lead Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Parent, Borrower, any other Loan Party Party, or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender nor any Lead Arranger has any obligation to the Borrower nor Parent, Borrower, any other Loan Party nor Party, or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Lead Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Parent, Borrower, the other Loan Parties Parties, and any of their respective Affiliates, and neither the Administrative Agent, any Lender nor any Lead Arranger has any obligation to disclose any of such interests to the Parent, Borrower, any other Loan Party Party, or any of their respective Affiliates. To the fullest extent permitted by lawLaw, each of Parent, Borrower, and the Borrower other Loan Parties hereby waives and each Loan Party hereby waive and release releases any claims that it may have against the Administrative Agent, the Lenders each Lender and the Arrangers each Lead Arranger with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (American Realty Capital Properties, Inc.), Credit Agreement (American Realty Capital Trust III, Inc.), Credit Agreement (American Realty Capital Properties, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger, nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 3 contracts
Samples: Credit Agreement (Regis Corp), Credit Agreement (Regis Corp), Credit Agreement (Regis Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative Agent, Arranger and any Affiliate thereof, the Arranger and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, Arranger and, as applicable, their Affiliates and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) the each of Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, Arranger and their Affiliates and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, Arranger any of their Affiliates nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender and each Arranger and their respective Affiliates and the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative none of Agent, Arranger, any of their Affiliates or any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the each of Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger, any of their Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (RigNet, Inc.), Credit Agreement (RigNet, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Credit Document), the Borrower and each Loan other Credit Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Credit Agreement provided by the Administrative Agent, the Lenders Agent and the Arrangers Arranger are arm’s-length commercial transactions between the Borrower, each Loan other Credit Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Arranger, on the other hand, (B) each of the Borrower and each Loan Party have the other Credit Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan other Credit Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Credit Documents; (ii) (A) each of the Administrative Agent, Agent and the Arranger each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan other Credit Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any the Arranger has any obligation to the Borrower nor Borrower, any Loan other Credit Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Credit Documents; and (iii) the Administrative Agent, each Lender Agent and each the Arranger and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan other Credit Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any the Arranger has any obligation to disclose any of such interests to the Borrower, any Loan other Credit Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each Loan Party the other Credit Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Arrangers Arranger with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Tractor Supply Co /De/), Credit Agreement (Tractor Supply Co /De/)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Borrowers and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower Borrowers and each other Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of the Borrowers, the other Loan Parties or their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender of the Arrangers nor any Arranger of the Lenders has any obligation to the Borrower nor any Loan Party nor any of the Borrowers, the other Loan Parties or their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of the Arrangers nor any Arranger of the Lenders has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of the Borrowers, the other Loan Parties or their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, any of the Arrangers or any of the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Armstrong Flooring, Inc.), Credit Agreement (Armstrong World Industries Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower and each the other Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Shutterstock, Inc.), Credit Agreement (Shutterstock, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction Transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective Affiliatesacknowledges its Subsidiaries’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Co-Syndication Agents, the Joint Bookrunners and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each such Loan Party and their respective its Affiliates, on the one hand, and the Administrative Agent, the Lenders Co-Syndication Agents, the Joint Bookrunners and the Arrangers Lenders, on the other hand, (B) the Borrower and each such Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each such Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions Transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender the Co-Syndication Agents, the Joint Bookrunners and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective Affiliatesits Subsidiaries, or any other Person and (B) neither the Administrative Agent, any Lender Co-Syndication Agent, any Joint Bookrunner nor any Arranger Lender has any obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions Transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Co-Syndication Agents, the Joint Bookrunners and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the such Loan Parties Party and any of their respective its Affiliates, and neither the Administrative Agent, any Lender Co-Syndication Agent, any Joint Bookrunner nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any such Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Co-Syndication Agents, the Joint Bookrunners and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Revolving Credit and Guaranty Agreement (Fitbit Inc), Revolving Credit and Guaranty Agreement (Fitbit Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Arthur J. Gallagher & Co.), Credit Agreement (Arthur J. Gallagher & Co.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each Loan other Credit Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Lead Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the each Borrower, each Loan other Credit Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Lead Arrangers, and the Arrangers Lenders, on the other hand, (B) each of the Borrower Borrowers and each Loan Party have the other Credit Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each Loan other Credit Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Lead Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any Loan other Credit Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Lead Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Borrower, any other Credit Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Lead Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the Loan other Credit Parties and any of their respective Affiliates, and neither the Administrative Agent, the Lead Arrangers nor any Lender nor any Arranger has any obligation to disclose any of such interests to the any Borrower, any Loan other Credit Party or any of their respective Affiliates. To the fullest extent permitted by law, the each Borrower and each Loan other Credit Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Lead Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Transfirst Holdings Corp.), First Lien Credit Agreement (Transfirst Holdings Corp.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders BAS, and the Arrangers other lead arranger(s) are arm’s-length commercial transactions between the such Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders BAS, and the Arrangers other lead arranger(s), on the other hand, (B) the each of such Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the such Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender BAS, and each Arranger are other lead arranger each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the such Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender BAS nor any Arranger other lead arranger has any obligation to the Borrower nor such Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender BAS and each Arranger the other lead arranger(s) and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the such Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender BAS nor any Arranger other lead arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders BAS and the Arrangers other lead arranger(s) with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Albemarle Corp), Credit Agreement (Albemarle Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower and each Loan Party acknowledge Parent acknowledges and agreeagrees, and acknowledge their respective each of them acknowledges and agrees that it has informed its other Affiliates’ understanding, that: (i) (A) no fiduciary, advisory or agency relationship between any of Parent and its Subsidiaries and any Agent or any Arranger is intended to be or has been created in respect of any of the transactions contemplated hereby and by the other Loan Documents, irrespective of whether any Agent or any Arranger has advised or is advising Parent and its Subsidiaries on other matters, (B) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agents and the Arrangers are arm’s-length commercial transactions between the Borrower, each Loan Party Parent and their respective Affiliatesits Subsidiaries, on the one hand, and the Administrative Agent, the Lenders Agents and the Arrangers Arrangers, on the other hand, (BC) each of the Borrower and each Loan Party have Parent has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (CD) each of the Borrower and each Loan Party are Parent is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Arranger are is and have has been acting solely as a principal and, except as may otherwise be expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for Parent or the Borrower, any Loan Party Borrower or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger has any obligation to the Borrower nor any Loan Party nor Parent or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agents and each Arranger the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerParent, the Loan Parties Borrower and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger has any obligation to disclose any of such interests and transactions to Parent, the Borrower, any Loan Party Borrower or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each Loan Party Parent hereby waive waives and release releases any claims that it may have against the Administrative AgentAgents, the Lenders Arrangers, and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Medpace Holdings, Inc.), Credit Agreement (Medpace Holdings, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders, on the other hand, (B) the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (American Residential Properties, Inc.), Credit Agreement (American Residential Properties, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Sustainability Agent, the Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Sustainability Agent, the Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Sustainability Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Sustainability Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Sustainability Agent, the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Sustainability Agent, the Arrangers, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and Sustainability Agent, the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Celanese Corp), Credit Agreement (Celanese Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Credit Document), the Borrower and each Loan other Credit Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Credit Agreement provided by the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers are arm’s-length commercial transactions between the Borrower, each Loan other Credit Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Joint Lead Arrangers, on the other hand, (B) each of the Borrower and each Loan Party have the other Credit Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan other Credit Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Credit Documents; (ii) (A) each of the Administrative Agent, Agent and the Joint Lead Arrangers each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan other Credit Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger of the Joint Lead Arrangers has any obligation to the Borrower nor Borrower, any Loan other Credit Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Credit Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Joint Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan other Credit Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger of the Joint Lead Arrangers has any obligation to disclose any of such interests to the Borrower, any Loan other Credit Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each Loan Party the other Credit Parties hereby waive waives and release releases any claims that it may have against any of the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Premiere Global Services, Inc.), Credit Agreement (Rehabcare Group Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arrangers, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Company and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Celanese Corp), Credit Agreement (Celanese Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agree, and acknowledge their respective Affiliates’ understanding, agrees that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the each Borrower, each other Loan Party and their respective Subsidiaries and Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective 117 Subsidiaries and Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Subsidiaries and Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Subsidiaries and Affiliates, and neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Subsidiaries and Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Alexander & Baldwin, Inc.), Credit Agreement (Alexander & Baldwin, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Varian Medical Systems Inc), Credit Agreement (Varian Medical Systems Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agree, agrees and acknowledge their respective acknowledges its Affiliates’ understanding, understanding that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers any of their respective Affiliates are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, Agent and its Affiliates and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any of its Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Credit and Security Agreement (Ameresco, Inc.), Credit and Security Agreement (Ameresco, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction Transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective Affiliatesacknowledges its subsidiaries’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative AgentAgents, the Lenders Arranger, the Joint Bookrunners and the Arrangers Lenders (which term shall for the purposes of this Section include the Issuing Banks) are arm’s-length commercial transactions between the Borrower, each such Loan Party and their respective its Affiliates, on the one hand, and the Administrative AgentAgents, the Lenders Arranger, the Joint Bookrunners and the Arrangers Lenders, on the other hand, (B) the Borrower and each such Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each such Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions Transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative AgentAgents, each Lender the Arranger, the Joint Bookrunners and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective Affiliatesits subsidiaries, or any other Person and (B) neither the Administrative any Agent, the Arranger, any Joint Bookrunner nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions Transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative AgentAgents, each Lender the Arranger, the Joint Bookrunners and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the such Loan Parties Party and any of their respective its Affiliates, and neither the Administrative any Agent, the Arranger, any Joint Bookrunner nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any such Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative AgentAgents, the Lenders Arranger, the Joint Bookrunners and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Revolving Credit and Guaranty Agreement (Pinterest, Inc.), Revolving Credit and Guaranty Agreement (Pinterest, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (a) (i) no fiduciary, advisory or agency relationship between any Loan Party and its Subsidiaries and the Administrative Agent or any Lender is intended to be or has been created in respect of the transactions contemplated hereby or by the other Loan Documents, irrespective of whether the Administrative Agent or any Lender has advised or is advising any Loan Party or any of its Subsidiaries on other matters, (Aii) the arranging and other services regarding this Agreement provided by the Administrative Agent, Agent and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each such Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (Biii) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have that it has deemed appropriate, appropriate and (Civ) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; and (iib) (Ai) each of the Administrative Agent, Agent and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective its Affiliates, or any other Person and Person; (Bii) neither none of the Administrative Agent, any Lender nor any Arranger Agent and the Lenders has any obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Lenders and their respective Affiliates may be engaged engaged, for their own accounts or the accounts of customers, in a broad range of transactions that involve interests that differ from those of the Borrower, the any Loan Parties Party and any of their respective its Affiliates, and neither none of the Administrative Agent, any Lender nor any Arranger Agent and the Lenders has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, Agent and the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Term Loan Agreement (Centerspace), Credit Agreement (Commercial Credit, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Lenders, the Joint Sustainability Coordinators and the Arrangers are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Lenders, the Joint Sustainability Coordinators and the Arrangers Arrangers, on the other hand, (B) the such Borrower and each other Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the such Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender the Lenders, the Joint Sustainability Coordinators and each Arranger are the Arrangers is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither Neither the Administrative AgentAgent nor the Lenders, any Lender the Joint Sustainability Coordinators nor any Arranger of the Arrangers has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Lenders, the Joint Sustainability Coordinators and each Arranger the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative AgentAgent nor the Lenders, any Lender the Joint Sustainability Coordinators nor any Arranger of the Arrangers has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and Lenders, the Joint Sustainability Coordinators or the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp)
No Advisory or Fiduciary Responsibility. Each Loan Party agrees that nothing in the Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between the Administrative Agent, any Lender or any L/C Issuer, on the one hand, and such Loan Party, its stockholders or its affiliates, on the other. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower acknowledges and each Loan Party acknowledge and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Arrangers transactions contemplated by the Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Borrower, each Loan Party Borrower and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders and the Arrangers on the other hand, (B) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender and each Arranger are L/C Issuer is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party Party, its management, stockholders, creditors or any of their respective Affiliates, its affiliates or any other Person with respect to the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether any Lender has advised, is currently advising or will advise any Loan Party, its stockholders or its Affiliates on other matters) or any other obligation to any Loan Party except the obligations expressly set forth in the Loan Documents and (B) neither any of the Administrative Agent, Agent nor any Lender nor any Arranger L/C Issuer has any obligation to the Borrower nor any Loan Party nor or any of their its respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Lenders and the L/C Issuers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from conflict with those of the Borrower, the Loan Parties Borrower and any of their its respective Affiliates, and neither the Administrative Agent, any Lender nor any Arranger Agent has any no obligation to disclose any of such interests to the Borrower, any Borrower or its respective Affiliates. Each Loan Party agrees that it will not claim that any Lender has rendered advisory services of any nature or any of their respective Affiliatesrespect, or owes a fiduciary or similar duty to such Loan Party, in connection with such transaction or the process leading thereto. To the fullest extent permitted by law, the Borrower hereby waives and each Loan Party hereby waive and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Agent with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Peabody Energy Corp), Credit Agreement (Peabody Energy Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (a) (i) no fiduciary, advisory or agency relationship between any Loan Party and its Subsidiaries and the the Bank is intended to be or has been created in respect of the transactions contemplated hereby or by the other Loan Documents, irrespective of whether the Bank has advised or is advising any Loan Party or any of its Subsidiaries on other matters, (Aii) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers Bank are arm’s-length commercial transactions between the Borrower, each such Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative AgentBank, the Lenders and the Arrangers on the other hand, (Biii) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have that it has deemed appropriate, appropriate and (Civ) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; and (iib) (Ai) each of the Administrative Agent, each Lender Bank is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective its Affiliates, or any other Person and Person; (Bii) neither the Administrative Agent, any Lender nor any Arranger Bank has any no obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Bank and each Arranger and their its respective Affiliates may be engaged engaged, for their own accounts or the accounts of customers, in a broad range of transactions that involve interests that differ from those of the Borrower, the any Loan Parties Party and any of their respective its Affiliates, and neither the Administrative Agent, any Lender nor any Arranger Bank has any no obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Bank with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Willdan Group, Inc.), Credit Agreement (Willdan Group, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agree, agrees that and acknowledge their respective Affiliates’ understanding, acknowledges its Affiliates understanding that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Joint-Lead Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Joint-Lead Arrangers, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Joint-Lead Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger the Joint-Lead Arrangers has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Joint-Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger the Joint-Lead Arrangers has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Joint-Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Alaska Air Group Inc), Credit Agreement (Alaska Air Group Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, amendment and restatement, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Bookrunners, the Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Bookrunners, the Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Bookrunner, each Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Bookrunner, any Arranger nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Bookrunners, the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Bookrunner, any Arranger nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Bookrunner, any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Acadia Realty Trust), Credit Agreement (Acadia Realty Trust)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower and each Loan Party acknowledge the Guarantor acknowledges and agreeagrees, and acknowledge their respective Affiliatesacknowledges its affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Banks and the Lead Arrangers are arm’s-length commercial transactions between the Borrower, each Loan Party the Guarantor and their respective Affiliatesaffiliates, on the one hand, and the Administrative Agent, the Lenders Banks and the Arrangers other Lead Arrangers, on the other hand, (B) each of the Borrower and each Loan Party have the Guarantor has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan Party are the Guarantor is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Bank and each Lead Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party the Guarantor or any of their respective Affiliatesaffiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Bank nor any Lead Arranger has any obligation to the Borrower nor any Loan Party nor Borrower, the Guarantor or any of their respective Affiliates affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Banks and each Arranger the Lead Arrangers and their respective Affiliates affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties Guarantor and any of their respective Affiliatesaffiliates, and neither the Administrative Agent, any Lender Agent nor any Bank nor any Lead Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party the Guarantor or any of their respective Affiliatesaffiliates. To the fullest extent permitted by law, each of the Borrower and each Loan Party the Guarantor hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Banks and the other Lead Arrangers with respect to any breach or alleged breach of any agency or fiduciary duty to the Borrower, the Guarantor or any of their respective Affiliates in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Waste Management Inc), Revolving Credit Agreement (Waste Management Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge acknowledges their respective Affiliates’ understandingunderstandings, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each Loan Party Borrower and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders, on the other hand, (B) the each Borrower and each other Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, or any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the any Borrower, the any other Loan Parties Party and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the each Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent , the Lenders MLPFS, and the other Arrangers are arm’s-length commercial transactions between the Borrowersuch Borrower , each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders MLPFS, and the Arrangers other Arrangers, on the other hand, (B) the each of such Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the such Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender MLPFS, and each other Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the such Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender MLPFS nor any other Arranger has any obligation to the Borrower nor such Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender MLPFS and each Arranger the other Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the such Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender MLPFS nor any other Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders MLPFS and the other Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Parexel International Corp), Credit Agreement (Parexel International Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party Borrowers acknowledge and agree, and acknowledge acknowledges their respective Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower Borrowers and each the other Loan Party have Parties has consulted their with its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, the Arrangers and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger the Arrangers nor the Lenders has any obligation to the Borrower nor Borrowers, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger the Arrangers nor the Lenders has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Term Loan Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, the Lenders Arranger and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates (including the Sole Lead Arranger) and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates (including the Sole Lead Arranger) and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates (including the Sole Lead Arranger) nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates (including the Sole Lead Arranger) and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates (including the Sole Lead Arranger) nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by lawLaw, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, any of its Affiliates (including the Lenders and the Arrangers Sole Lead Arranger) or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Factset Research Systems Inc), Revolving Credit Facility (Factset Research Systems Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction the transactions contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective Affiliatesacknowledges its subsidiaries’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders (which term shall for the purposes of this Section include the Issuing Banks) are arm’s-length commercial transactions between the Borrower, each such Loan Party and their respective its Affiliates, on the one hand, and the Administrative Agent, the Lenders Joint Lead Arrangers and the Arrangers Lenders, on the other hand, (Bii) the Borrower and each such Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each such Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, each Lender the Joint Lead Arrangers and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party or any of their respective Affiliatesits subsidiaries, or any other Person and (Bii) neither none of the Administrative Agent, any Joint Lead Arranger or any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor or any of their respective its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender the Joint Lead Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the such Loan Parties Party and any of their respective its Affiliates, and neither the Administrative Agent, any Lender Joint Lead Arrangers nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any such Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive and release any claims that it may have against the Administrative Agent, the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Bath & Body Works, Inc.), Revolving Credit Agreement (Victoria's Secret & Co.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower and each the other Loan Party acknowledge Parties acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each the other Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower and each the other Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arrangers and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any of the other Loan Party Parties or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers, the Lenders, and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arrangers nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Leonardo DRS, Inc.), Credit Agreement (Leonardo DRS, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the each Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arranger, and the Arrangers Lenders, on the other hand, (B) the each Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the each Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, the Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the each Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, the Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor each Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the each Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the each Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the each Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Monster Worldwide, Inc.), Credit Agreement (Monster Worldwide, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Aa)(i) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Arranger and the Lenders and the Arrangers their respective Affiliates are arm’s-length commercial transactions between the Borrower, each Loan Party and their respective its Affiliates, on the one (1) hand, and the Administrative Agent, the Arranger and the Lenders and the Arrangers their respective Affiliates, on the other hand, (Bii) each of the Borrower and each Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)(i) (A) each of the Administrative Agent, the Arranger and each Lender and each Arranger are of their respective Affiliates each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any Loan Party or any of their respective its Affiliates, or any other Person and (Bii) neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor any of their respective Affiliates has any obligation to any Loan Party or any of its Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender the Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Arranger, nor any Lender nor any Arranger of their respective Affiliates has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of their respective its Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Arranger, the Lenders and the Arrangers their respective Affiliates with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Tilray Brands, Inc.), Credit Agreement (Tilray Brands, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Company and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Lead Arranger, and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerCompany, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Lead Arranger and the Arrangers Lenders, on the other hand, (Bii) each of the Borrower Company and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower Company and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, the Lead Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerCompany, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, the Lead Arranger nor any Lender nor any Arranger has any an obligation to the Borrower nor Company, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender the Lead Arranger and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerCompany, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, the Lead Arranger nor any Lender nor any Arranger has any obligation to disclose any of such interests to the BorrowerCompany, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive and release any claims that it may have against the Administrative Agent, the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Debt Agreement (Breitburn Energy Partners LP), Credit Agreement (Breitburn Energy Partners LP)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, the Arrangers and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Arranger the Arrangers nor the Lenders has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger the Arrangers nor the Lenders has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Term Loan Agreement (Agree Realty Corp), Term Loan Agreement (Agree Realty Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan other Credit Party acknowledge acknowledges and agree, agrees and acknowledge their respective acknowledges its Affiliates’ understanding, that: understanding that (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, Fronting Lender and/or the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each Loan other Credit Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Fronting Lender and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each Loan Party the other Credit Parties have consulted their own legal, accounting, regulatory and tax advisors to the extent they have deemed appropriate, and (C) the Borrower and each Loan other Credit Party are is capable of evaluatingevaluating and understanding, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Fronting Lender and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent agent, or fiduciary for the Borrower, any Loan other Credit Party or any of their respective Affiliates, or any other Person Person, and (B) neither the Administrative Agent, any Fronting Lender nor any Arranger Lender has any obligation to the Borrower nor Borrower, any Loan other Credit Party nor or any of their respective Affiliates with respect to the transactions transaction contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Fronting Lender and each Arranger , the Lenders and their respective Affiliates affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan other Credit Parties and any of their respective Affiliates, and neither each of the Administrative Agent, any Fronting Lender nor any Arranger and the Lenders has any no obligation to disclose any of such interests to the Borrower, any Loan other Credit Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each Loan Party the other Credit Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers Fronting Lender or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit and Security Agreement, Credit and Security Agreement (Kratos Defense & Security Solutions, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge and agree, and acknowledge their respective Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, each Arranger and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and its Affiliates, the L/C Issuer and its Affiliates, the Collateral Agent and its Affiliates and the Lenders and their Affiliates (including in the Arrangers case of any such Affiliate as an Arranger), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are capable of evaluating, and understands understand and acceptsaccept, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative AgentAgent and its Affiliates, the L/C Issuer and its Affiliates, the Collateral Agent and its Affiliates and each Lender and its Affiliates (including in the case of any such Affiliate as an Arranger) each Arranger are and have been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has have not been, is are not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither none the Administrative AgentAgent and any of its Affiliates, the L/C Issuer and any of its Affiliates, the Collateral Agent and any of its Affiliates, or any Lender nor and any Arranger of its Affiliates (including in the case of any such Affiliate as an Arranger) has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative AgentAgent and its Affiliates, each Lender the L/C Issuer and each Arranger its Affiliates, the Collateral Agent and its Affiliates, and the Lenders and their respective Affiliates (including in the case of any such Affiliate as an Arranger) may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither none the Administrative AgentAgent and any of its Affiliates, the L/C Issuer and any of its Affiliates, the Collateral Agent and any of its Affiliates, or any Lender nor and any Arranger of its Affiliates (including in the case of any such Affiliate as an Arranger) has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative AgentAgent and any of its Affiliates, the Lenders L/C Issuer and any of its Affiliates, the Arrangers Collateral Agent and any of its Affiliates, or any Lender and any of its Affiliates (including in the case of any such Affiliate as an Arranger) with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Sunrun Inc.), Credit Agreement (Sunrun Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, Agent and its Affiliates and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender Agent and each Arranger its Affiliates and their respective Affiliates the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender of its Affiliates nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any of its Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Powell Industries Inc), Credit Agreement (FreightCar America, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the U.S. Borrower and each Loan other Credit Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, Agent and the Lenders and the Arrangers are arm’s-length commercial transactions between the U.S. Borrower, each Loan other Credit Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Lenders, on the other hand, (B) each of the U.S. Borrower and each Loan Party have the other Credit Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the U.S. Borrower and each Loan other Credit Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, Agent and the Lenders each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the U.S. Borrower, any Loan other Credit Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to the Borrower nor U.S. Borrower, any Loan other Credit Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the U.S. Borrower, the Loan other Credit Parties and any of their respective Affiliates, and neither the Administrative Agent, Agent nor any Lender nor any Arranger has any obligation to disclose any of such interests to the U.S. Borrower, any Loan other Credit Party or any of their respective Affiliates. To the fullest extent permitted by law, the Borrower and each Loan Party hereby waive and release any claims that it may have against the Administrative Agent, the Lenders and the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Owens Corning), Credit Agreement (Owens Corning)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower Borrower, each other Loan Party and each Subsidiary of each Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ ' understanding, that: (ia) (Ai) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and the Arrangers, and the Lenders and the Arrangers are arm’sarm's-length commercial transactions between the Borrower, each other Loan Party, each Subsidiary of each Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders each Arranger, and the Arrangers Lenders, on the other hand, (Bii) each of the Borrower and the other Loan Parties, and each Subsidiary of each Loan Party have Party, has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) each of the Borrower and each other Loan Party are Party, and each Subsidiary of each Loan Party, is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib) (Ai) each of the Administrative Agent, Agent each Arranger and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party Party, any Subsidiary of a Loan Party, or any of their respective Affiliates, or any other Person and (Bii) neither the Administrative Agent, any Lender nor any Arranger nor any Lender has any obligation to the Borrower nor Borrower, any other Loan Party, any Subsidiary of a Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; , and (iiic) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties Parties, each Subsidiary of each Loan Party, and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger nor any Lender has any obligation to disclose any of such interests to the Borrower, any other Loan Party, any Subsidiary of each Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrower, each other Loan Party and each Subsidiary of each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative AgentAgents, the Lenders Joint Lead Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgents, the Lenders Joint Lead Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative AgentAgents, the Joint Lead Arrangers and each Lender is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative AgentAgents, the Joint Lead Arrangers, nor any Lender nor any Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative AgentAgents, each Lender the Joint Lead Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative AgentAgents, the Joint Lead Arrangers, nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative AgentAgents, the Lenders and the Arrangers Joint Lead Arrangers, or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Polycom Inc), Credit Agreement (Polycom Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Credit Document), the Borrower and each Loan other Credit Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each Loan other Credit Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers, and the Arrangers Lenders, on the other hand, (B) the each of Borrower and each Loan Party have the other Credit Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan other Credit Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Credit Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan other Credit Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Arranger nor any Arranger Lender has any obligation to the Borrower nor Borrower, any Loan other Credit Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Credit Documents; and (iii) the Administrative Agent, each Lender the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan other Credit Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger, nor any Arranger Lender has any obligation to disclose any of such interests to the Borrower, any Loan other Credit Party or any of their respective Affiliates. To the fullest extent permitted by law, the each of Borrower and each Loan other Credit Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Pultegroup Inc/Mi/), Credit Agreement (Pultegroup Inc/Mi/)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower Borrower, the Parent and each Loan Party acknowledge the General Partner acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Ai)(A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders BAS and the Arrangers other Arranger are arm’s-length commercial transactions between the Borrower, each Loan Party the Parent, the General Partner and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders and the Arrangers other Arranger, on the other hand, (B) each of the Borrower Borrower, the Parent and each Loan Party have the General Partner has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower Borrower, the Parent and each Loan Party are the General Partner is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iiii)(A) (A) each of the Administrative Agent, each Lender BAS and each other Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party the Parent, the General Partner or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender BAS nor any other Arranger has any obligation to the Borrower nor any Loan Party nor Borrower, the Parent , the General Partner or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender BAS and each Arranger the other Arranger(s) and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties Parent, the General Partner and any of their respective Affiliates, and neither the Administrative Agent, any Lender BAS nor any other Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party the Parent, the General Partner or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrower, the Parent and each Loan Party the General Partner hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders BAS and the Arrangers other Arranger(s) with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Suburban Propane Partners Lp), Credit Agreement (Suburban Propane Partners Lp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the each Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders and the Arrangers are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders and the Arrangers Arrangers, on the other hand, (B) the such Borrower and each other Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the such Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender the Lenders and each Arranger are the Arrangers is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither Neither the Administrative Agent, any Lender Agent nor the Lenders nor any Arranger of the Arrangers has any obligation to the Borrower nor any Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender the Lenders and each Arranger the Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Arranger the Lenders nor the Arrangers has any obligation to disclose any of such interests to the any Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower Borrowers and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and or the Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge and agree, and acknowledge their respective Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between among the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, appropriate and (C) the Borrower and each other Loan Party are capable of evaluating, and understands understand and acceptsaccept, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Arranger and each Arranger are Lender each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither none of the Administrative Agent, any Lender nor any Arranger the Arrangers and the Lenders has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers, the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither none of the Administrative Agent, any Lender nor any Arranger the Arrangers and the Lenders has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Kraton Performance Polymers, Inc.), Credit Agreement (Kraton Polymers LLC)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each Loan Party acknowledge acknowledges and agree, and acknowledge their respective Affiliates’ understanding, agrees that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Arrangers, the L/C Issuer and the Arrangers Lenders are arm’s-length commercial transactions between the Borrower, each Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Arrangers, the L/C Issuer and the Arrangers Lenders, on the other hand, (B) the Borrower and each Loan Party have has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender the Arrangers, the L/C Issuer and each Arranger are the Lenders is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any each Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Arranger, nor the L/C Issuer or any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger the Arrangers, the L/C Issuer, the Lenders, and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Arranger nor the L/C Issuer or any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party Parties or any of their respective Affiliates. To the fullest extent permitted by lawLaw, the Borrower and each Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Arrangers, the L/C Issuer and the Arrangers Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Construction Partners, Inc.), Credit Agreement (Construction Partners, Inc.)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower Borrowers and each other Loan Party acknowledge and agree, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (Aa)(i) the arranging and other services regarding this Agreement provided by the Administrative AgentAgent and any Affiliate thereof, any Arranger and the Lenders and the Arrangers are arm’s-length commercial transactions between the BorrowerBorrowers, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative AgentAgent and, as applicable, its Affiliates, any Arranger and, as applicable, its Affiliates, and the Lenders and their Affiliates (collectively, solely for purposes of this Section, the Arrangers “Lenders”), on the other hand, (Bii) each of the Borrower Borrowers and each the other Loan Party Parties have consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (Ciii) the Borrower Borrowers and each other Loan Party are capable of evaluating, and understands understand and acceptsaccept, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (iib)
(i) (A) each of the Administrative Agent, any Arranger (and their respective Affiliates) and each Lender each is and each Arranger are and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary fiduciary, for the any Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (Bii) neither none of the Administrative Agent, any Arranger, any of their respective Affiliates or any Lender nor any Arranger has any obligation to the Borrower nor Borrowers, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iiic) the Administrative Agent, each Lender and each Arranger and any Arranger, any of their respective Affiliates and the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerBorrowers, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Arranger, any of their respective Affiliates nor any Arranger Lender has any obligation to disclose any of such interests to the BorrowerBorrowers, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, the each Borrower and each other Loan Party hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Arranger, any of their respective Affiliates or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction transactions contemplated hereby.
Appears in 2 contracts
Samples: Revolving Credit Facility (Stoneridge Inc), Credit Agreement (Stoneridge Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), the Borrower and each other Loan Party acknowledge acknowledges and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers are arm’s-length commercial transactions between the Borrower, each other Loan Party and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Agent and the Arrangers Joint Lead Arrangers, on the other hand, (B) each of the Borrower and each the other Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) the Borrower and each other Loan Party are is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, each Lender Agent and each Joint Lead Arranger are each is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any other Loan Party or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to the Borrower nor Borrower, any other Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender Agent and each Arranger the Joint Lead Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the other Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, any Lender Agent nor any Joint Lead Arranger has any obligation to disclose any of such interests to the Borrower, any other Loan Party or any of their respective Affiliates. To the fullest extent permitted by law, each of the Borrower and each the other Loan Party Parties hereby waive waives and release releases any claims that it may have against the Administrative Agent, the Lenders Agent and the Joint Lead Arrangers with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Credit Agreement (Quality Distribution Inc), Credit Agreement (Quality Distribution Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document), each of the Borrower Loan Parties acknowledges and each Loan Party acknowledge and agreeagrees, and acknowledge their respective acknowledges its Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, JPMS, the other Lead Arranger(s) and the Lenders and the Arrangers are arm’s-length commercial transactions between the Borrower, each Loan Party Parties and their respective Affiliates, on the one hand, and the Administrative Agent, JPMS, the Lenders other Lead Arranger(s) and the Arrangers Lenders, on the other hand, (B) each of the Borrower and each Loan Party have Parties has consulted their its own legal, accounting, regulatory and tax advisors to the extent they have it has deemed appropriate, and (C) each of the Borrower and each Loan Party are Parties is capable of evaluating, and understands and accepts, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Documents; (ii) (A) each of the Administrative Agent, JPMS, each Lender other Lead Arranger and the Lenders each Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the Borrower, any Loan Party Parties or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent, JPMS, any other Lead Arranger nor any Lender nor any Arranger has any obligation to the Borrower nor any Loan Party nor Parties or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Documents; and (iii) the Administrative Agent, each Lender and each Arranger JPMS, the other Lead Arranger(s), the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower, the Loan Parties and any of their respective Affiliates, and neither the Administrative Agent, JPMS, any other Lead Arranger nor any Lender nor any Arranger has any obligation to disclose any of such interests to the Borrower, any Loan Party or any of Parties and their respective Affiliates. To the fullest extent permitted by lawLaw, each of the Borrower Loan Parties hereby waives and each Loan Party hereby waive and release releases any claims that it may have against the Administrative Agent, JPMS, the Lenders and the Arrangers other Lead Arranger(s) or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.
Appears in 2 contracts
Samples: Loan Agreement (Cadence Design Systems Inc), Loan Agreement (Cadence Design Systems Inc)
No Advisory or Fiduciary Responsibility. In connection with all aspects of each transaction contemplated hereby (including in connection with any amendment, waiver or other modification hereof or of any other Loan Credit Document), the Parent and the Borrower and each Loan Party acknowledge and agree, and acknowledge their respective Affiliates’ understanding, that: (i) (A) the arranging and other services regarding this Agreement provided by the Administrative Agent, the Lenders Other Agents, the Arrangers and the Arrangers Lenders are arm’s-length commercial transactions between the BorrowerParent, each Loan Party the Borrower and their respective Affiliates, on the one hand, and the Administrative Agent, the Lenders Other Agents, the Arrangers and the Arrangers Lenders, on the other hand, (B) the Parent and the Borrower and each Loan Party have consulted their own legal, accounting, regulatory and tax advisors to the extent they have deemed appropriate, and (C) the Parent and the Borrower and each Loan Party are capable of evaluating, and understands understand and acceptsaccept, the terms, risks and conditions of the transactions contemplated hereby and by the other Loan Credit Documents; (ii) (A) each of the Administrative Agent, each Other Agent, each Lender and each Arranger are is and have has been acting solely as a principal and, except as expressly agreed in writing by the relevant parties, has not been, is not, and will not be acting as an advisor, agent or fiduciary for the BorrowerParent, any Loan Party the Borrower or any of their respective Affiliates, or any other Person and (B) neither the Administrative Agent nor any Other Agent, any Arranger or any Lender nor any Arranger has any obligation to the Parent or the Borrower nor any Loan Party nor or any of their respective Affiliates with respect to the transactions contemplated hereby except those obligations expressly set forth herein and in the other Loan Credit Documents; and (iii) the Administrative Agent, each Lender the Other Agents, the Arrangers and each Arranger the Lenders and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of the BorrowerParent, the Loan Parties Borrower and any of their respective Affiliates, and neither the Administrative Agent, any Lender nor Other Agent, any Arranger or any Lender has any obligation to disclose any of such interests to the BorrowerParent, any Loan Party the Borrower or any of their respective Affiliates. To the fullest extent permitted by law, the Parent and the Borrower and each Loan Party hereby waive and release any claims that it may have against the Administrative Agent, the Lenders and the Arrangers any Other Agent, any Arranger or any Lender with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby. [The remainder of this page is intentionally left blank.]
Appears in 2 contracts
Samples: Senior Secured Term Loan Agreement (Paragon Offshore PLC), Senior Secured Term Loan Agreement (Paragon Offshore Ltd.)
