Common use of No Fiduciary Duty Clause in Contracts

No Fiduciary Duty. The Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their respective stockholders and/or their respective affiliates. The Borrowers agree Each Obligor agrees that nothing in this Agreement or the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) solely in connection therewith and solely with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting hereunder solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such the transactions contemplated by the Loan Documents and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Xxxxxx has rendered advisory services hereunder of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, solely in connection with such transaction the transactions contemplated by the Loan Documents or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and or the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) solely in connection therewith and solely with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such the transactions contemplated by the Loan Documents and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, solely in connection with such transaction the transactions contemplated by the Loan Documents or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the BorrowersCompany, their its stockholders and/or their affiliatesits Affiliates. The Borrowers agree Company agrees that nothing in this Agreement or the Agreement and the related documents other Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the BorrowersCompany, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the this Agreement and the related documents other Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Company, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the BorrowerCompany, its stockholders or its affiliates Affiliates 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 Bank has advised, is currently advising or will advise such Borrowerthe Company, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the this Agreement and the related documents other Loan Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Company, its management, stockholders, creditors or any other Person. Each Borrower The Company acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankCompany, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, its stockholders or their stockholders and/or their affiliatesAffiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Facility Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their affiliatesits Affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Facility Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-arm’s length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Facility Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders and/or their affiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Credit Party, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) except as otherwise expressly agreed in writing, no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Credit Party, its management, stockholders, creditors stockholders or any other Personcreditors. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Each of the Lenders and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), ) may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliatesAffiliates. The Borrowers agree Borrower agrees that nothing in this Agreement or the Agreement and the related documents other Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the BorrowersObligors, their stockholders or their affiliatesAffiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates Affiliates 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 Bank has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunderthere under) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank and their Affiliates affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the this Agreement and or the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Banks and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the this Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Banks is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the this Agreement and or the related documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, In connection with all aspects of each Bank and their Affiliates (collectively, solely for purposes of transaction contemplated by this paragraphAgreement, the “Banks”)Borrower acknowledges and agrees, may have economic interests and acknowledges the other Loan Parties’ understanding, that conflict with those of (i) each transaction contemplated by this Agreement is an arm’s-length commercial transaction between the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLoan Parties, on the one hand, and the Borrowers, their stockholders or their affiliatesAdministrative Agent and the Lenders, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one other hand, and such Borrower, on the other, and (ii) in connection therewith with each such transaction and with the process leading thereto, the Administrative Agent and the Lenders will act solely as principals and not as agents or fiduciaries of the Loan Parties or any of their stockholders, affiliates, creditors, employees or any other party, (xiii) no Bank has assumed neither the Administrative Agent nor any Lender will assume an advisory or fiduciary responsibility in favor of the Borrower, Borrower or any of its stockholders or its affiliates Affiliates with respect to any of the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether the Administrative Agent or any Bank Lender has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates any Loan Party on other matters) and neither the Administrative Agent nor any Lender will have any obligation to any Loan Party or any other obligation of its Affiliates with respect to such Borrower the transactions contemplated in this Agreement except the obligations expressly set forth herein, (iv) the Administrative Agent and each Lender may be engaged in a broad range of transactions that involve interests that differ from those of the Agreement Loan Parties and their affiliates, and (v) neither the Administrative Agent nor any Lender has provided or will provide any legal, accounting, regulatory or tax advice with respect to any of the transactions contemplated hereby and the related documents Loan Parties have consulted and (y) each Bank is acting solely as principal will consult their own legal, accounting, regulatory, and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial tax advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions deems appropriate. The matters set forth in this Agreement and the process leading theretoother Loan Documents reflect an arm’s-length commercial transaction between the Loan Parties, on the one hand, and the Administrative Agent and the Lenders, on the other hand. Each The Borrower agrees that it will the Loan Parties shall not claim assert any claims that any Bank has rendered advisory services Loan Party may have against the Administrative Agent or any Lender based on any breach or alleged breach of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading theretoduty.

No Fiduciary Duty. The Paying Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the BorrowersCompany, their its stockholders and/or their its affiliates. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Loan Papers or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the BorrowersCompany, their its stockholders or their its affiliates, on the other. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Papers (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Company, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the BorrowerCompany, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrowerthe Company, its stockholders or its affiliates on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the Agreement and the related documents Loan Papers and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Company, its management, stockholders, creditors or any other Person. Each Borrower The Company acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankit, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Fronting Bank, each Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksCredit Parties”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankCredit Party, on the one hand, and the Borrowerssuch Borrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Borrowers acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksCredit Parties, on the one hand, and such Borrowerthe Borrowers, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Credit Party has assumed an advisory or fiduciary responsibility in favor of the any Borrower, its stockholders or its affiliates 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 Bank Credit Party has advised, is currently advising or will advise such any Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such any Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Credit Party is acting solely as principal and not as the agent or fiduciary of such any Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Credit Party has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders Borrower and/or their affiliatesits Affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents or otherwise Loan Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowers, their stockholders such Borrower or their affiliatesits Affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading theretotransactions contemplated by the Loan Documents, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders any Borrower or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders any Borrower or its affiliates Affiliates on other matters) or any other obligation to such any Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Agent and Lender is acting solely as principal and not as the agent or fiduciary of such Borrower, any Borrower or its management, stockholders, creditors or any other PersonAffiliates. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such the transactions and contemplated by the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading theretoLoan Documents.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their Borrower and its affiliates. The Borrowers agree Borrower agrees that nothing in the this Agreement and the related documents or otherwise will shall be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the this Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the this Agreement and (iv) the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will shall not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Lender, each Issuing Bank and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower and the other Loan Parties. The Borrowers agree Borrower hereby agrees that subject to applicable law, nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersLoan Parties, their stockholders equityholders or their affiliates, on the otherAffiliates. Each The Borrower hereby acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction none of the Lenders is acting as the agent or fiduciary of any Loan Party, its management, equityholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Loan Party 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates Loan Party on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement Loan Documents, (iv) the Borrower and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Loan Party has consulted its own legal and financial advisors to the extent it has deemed appropriate and (v) the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower and its Affiliates and no Lender has an obligation to disclose any such interests to the Borrower or its Affiliates. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges You acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, the Arrangers, the Syndication Agents, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their Borrower and its affiliates. The Borrowers agree Borrower agrees that nothing in the this Agreement and the related documents or otherwise will shall be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the this Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the this Agreement and (iv) the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will shall not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto. To the fullest extent permitted by law the Borrower hereby waives and releases any claims that it may have against each of the Lenders with respect to any breach or alleged breach of agency or fiduciary duty in connection with any aspect of any transaction contemplated hereby.

No Fiduciary Duty. The Agent, each Bank Each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in this Agreement or the Agreement and the related documents other Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksCredit Parties”), may have economic interests that conflict with those of the BorrowersBorrower, their stockholders and/or their affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankCredit Party, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksCredit Parties, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Credit Party has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Credit Party has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Credit Party is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Credit Party has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Bank, each Lead Arranger and their respective Affiliates (collectivelyeach, solely for purposes of this paragraph, the a “BanksBank Party”), ) may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesCompany. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Bank Parties and the BorrowersCompany, their its stockholders or their affiliates, on the otherAffiliates. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksBank Parties, on the one hand, and such Borrowerthe Company, on the otherother hand, and (ii) in connection therewith and with the process leading theretoto such transactions, each Bank Party is acting solely as a principal and not the agent or fiduciary of the Company, its management, stockholders, creditors or any other person, (xiii) no Bank Party has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Company with respect to the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) in any other Loan Document or the process leading thereto (irrespective of whether any Bank Party or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Company on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Company has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Company further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it will not claim that any Bank Party has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankCompany, its stockholder or Affiliates, in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the BorrowersCompany, their its stockholders and/or their its affiliates. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Loan Papers or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the BorrowersCompany, their its stockholders or their its affiliates, on the other. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Papers (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Company, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the BorrowerCompany, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrowerthe Company, its stockholders or its affiliates on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the Agreement and the related documents Loan Papers and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Company, its management, stockholders, creditors or any other Person. Each Borrower The Company acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankit, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders and/or their respective affiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowersany Credit Party, their its respective stockholders or their its respective affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees that agree that: (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowereach Credit Party, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its respective stockholders or its respective affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its respective stockholders or its affiliates respective Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such BorrowerCredit Party, its respective management, stockholders, creditors or any other Person. Each Borrower Credit Party acknowledges and agrees that it such Credit Party has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The AgentLender, each Bank and their its Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders and/or their affiliatesAffiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents or otherwise Credit Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch obligor, their its stockholders or their affiliates, its affiliates on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Arranger, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLenders and Borrower, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising Borrower on other matters) or any other obligation to Borrower except the obligations expressly set forth in the Credit Documents and agrees that it (iv) Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each of the Administrative Agent, the Syndication Agent, the Documentation Agents, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied similar duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their affiliates, on the otherits Affiliates. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraphSection, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Facility Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Facility Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-arm’s length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents Facility Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Without limiting the foregoing, Borrower acknowledges and agrees that any Lender or any Agent or any of their Affiliates may at any time, including, without limitation, following the occurrence and during the continuance of an Event of Default, buy, sell or short-sell Shares or enter into or unwind derivative transactions with respect to the Shares to hedge its exposure to the Facility or otherwise, and any such market activities may affect the market price of the Shares in a manner adverse to Borrower. Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Each Lender and their its Affiliates (collectively, solely for purposes of this paragraphSection 15.12, the “Banks”), may have economic interests that conflict with those of the BorrowersBorrower, their stockholders its shareholders and/or their affiliatesAffiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) (the “Credit Document Transactions”) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith with the Credit Document Transactions and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders shareholders or its affiliates Affiliates with respect to the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) Credit Document Transactions or the process leading thereto (irrespective of whether any Bank has advised, is currently advising or will advise such the Borrower, its stockholders shareholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholdersshareholders, creditors or any other PersonPerson in respect of the Credit Document Transactions except as otherwise expressly set forth in the Credit Documents. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions the Credit Document Transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction the Credit Document Transactions or the process leading theretothereto except as otherwise expressly set forth in the Credit Documents.

No Fiduciary Duty. The Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesLoan Parties. The Borrowers agree Each of the Loan Parties agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between the Lenders and any BankLoan Party, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges of the Loan Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowereach of the Loan Parties, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders 364-DAY CREDIT AGREEMENT is acting solely as a principal and not the agent or fiduciary of any Loan Party, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Loan Party 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates any Loan Party on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as of the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Loan Parties has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Each of the Loan Parties further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees of the Loan Parties agree that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Loan Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, the Co-Syndication Agents, the Co-Documentation Agents, the Joint Lead Arrangers, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bankthe Lenders and Borrower, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising Borrower on other matters) or any other obligation to Borrower except the obligations expressly set forth in the Credit Documents and agrees that it (iv) Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraphSection 15.18, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their stockholders its shareholders and/or their affiliatesits Affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents or otherwise Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their stockholders its shareholders or their affiliatesits Affiliates, on the otherother hand. Each The Borrower acknowledges and agrees that (ia) the transactions contemplated by the Agreement and the related documents Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-arm’s length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the otherother hand, and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor favour of the Borrower, its stockholders shareholders or its affiliates Affiliates 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 Bank Xxxxxx has advised, is currently advising or will advise such the Borrower, its stockholders shareholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Documents and (yii) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholdersshareholders, creditors or any other Personperson. Each The Borrower acknowledges and agrees that it the Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Credit Parties and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, Group Members and their stockholders and/or their affiliatesAffiliates. The Borrowers agree Each of the Borrower and the Co-Borrower agrees that nothing in the Agreement and the related documents or otherwise Loan Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary relationship or other implied duty between any BankCredit Party, on the one hand, and the Borrowers, their stockholders or their affiliates, any Group Member on the other. Each of the Borrower and the Co-Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksCredit Parties, on the one hand, and such Borrowerthe Group Members, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Credit Party has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Group Member with respect to the transactions contemplated hereby Loan Documents (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether any Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower the Group Members with respect thereto except the obligations expressly set forth in the Agreement Loan Documents. Each of the Borrower and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Co-Borrower acknowledges and agrees that it the Borrower and the Co-Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate in connection with the Loan Documents and that it is responsible for making its own independent judgment with respect to such the Loan Documents or the credit transactions contemplated hereby. Each of the Borrower and the process leading thereto. Each Co-Borrower agrees that it will not claim that any Bank Credit Party has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower or the Co-Borrower, in connection with such transaction the Loan Documents. The provisions of this Section 10.14 shall not apply to the financial advisory and underwriting services provided by the Lead Arrangers or any of their respective affiliates to one or more of the process leading theretoGroup Members pursuant to other agreements.

No Fiduciary Duty. The Each Agent, each Lender, each Issuing Bank and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower and the other Loan Parties. The Borrowers agree Borrower hereby agrees that subject to applicable law, nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersLoan Parties, their stockholders equity holders or their affiliates, on the otherAffiliates. Each The Borrower hereby acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction none of the Lenders is acting as the agent or fiduciary of any Loan Party, its management, equity holders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Loan Party 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates Loan Party on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement Loan Documents, (iv) the Borrower and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Loan Party has consulted its own legal and financial advisors to the extent it has deemed appropriate and (v) the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower and its Affiliates and no Lender has an obligation to disclose any such interests to the Borrower or its Affiliates. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligor, their its stockholders and/or their its affiliates. The Borrowers agree Obligor agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersObligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligor acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligor, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the BorrowerObligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerthe Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Obligor, its management, stockholders, creditors or any other Person. Each Borrower The Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankObligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, Collateral Agent, the Documentation Agent, the Syndication Agent, each Bank Arranger, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesa Borrower. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between the Lenders and any BankBorrower, its stockholders or its Affiliates. Each Borrower acknowledges and agree that (i) the transactions contemplated by the Loan Documents are arm’s length commercial transactions between the Lenders, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such any Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of any Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising any Borrower on other matters) or any other obligation to any Borrower except the obligations expressly set forth in the Loan Documents and agrees that it (iv) each Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Each Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersLoan Parties, their stockholders and/or their respective affiliates. The Borrowers agree Each Loan Party agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowersany Loan Party, their its respective stockholders or their its respective affiliates, on the other. Each Borrower acknowledges The Loan Parties acknowledge and agrees that agree that: (i) the transactions transaction contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions transaction between the BanksLenders, on the one hand, and such Borrowereach Loan Party, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Loan Party, its respective stockholders or its respective affiliates with respect to the transactions transaction contemplated hereby (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether any Bank Lender has advised, is currently advising or will advise such Borrowerany Loan Party, its respective stockholders or its affiliates respective Affiliates on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent Administrative Agent or fiduciary of such BorrowerLoan Party, its respective management, stockholders, creditors or any other Person. Each Borrower Loan Party acknowledges and agrees that it such Loan Party has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions transaction and the process leading thereto. Each Borrower Loan Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Loan Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each of the Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied similar duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their affiliates, on the otherits Affiliates. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersParent, their its stockholders and/or their affiliatesits Affiliates. The Borrowers agree agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowersany Borrower, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower acknowledges The Borrowers acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Borrowers, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the BorrowerBorrowers, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerthe Borrowers, its their respective stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Borrowers except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Borrowers, its their management, stockholders, creditors or any other Person. Each Borrower acknowledges The Borrowers acknowledge and agrees agree that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees The Borrowers agree that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty duty, to the Bank, Borrowers in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender, and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders equity holders and/or their affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Borrower, their stockholders its equity holders or their its affiliates, on the other. Each Borrower acknowledges The Borrowers acknowledge and agrees agree that (ia) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Borrowers, on the other, other and (iib) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the any Borrower, its stockholders equity holders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such any Borrower, its stockholders equity holders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Borrower, except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such any Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank and their Affiliates affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the this Agreement and the any related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the this Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has the Lenders have not assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the this Agreement and the related documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Personperson. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersMLP Entity, their stockholders and/or their affiliatesthe Borrower and the Subsidiaries of the Borrower. The Borrowers agree Borrower hereby agrees that subject to applicable law, nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersLoan Parties, their stockholders equity holders or their affiliates, on the otherAffiliates. Each The Borrower hereby acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction none of the Lenders is acting as the agent or fiduciary of any Loan Party, its management, equity holders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Loan Party 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates Loan Party on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement Loan Documents, (iv) the Borrower and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Loan Party has consulted its own legal and financial advisors to the extent it has deemed appropriate and (v) the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower and its Affiliates and no Lender has an obligation to disclose any such interests to the Borrower or its Affiliates. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, the Collateral Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersLoan Parties, their stockholders and/or their affiliates. The Borrowers agree Each Loan Party agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Loan Party, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Loan Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Loan Party, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Loan Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Loan Party, its management, stockholders, creditors or any other Person. Each Borrower Loan Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Loan Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Loan Party, in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Arranger, each Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders equityholders and/or their affiliatesAffiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Credit Party, their stockholders its equityholders or their affiliatesits Affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (ia) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders equityholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders equityholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yii) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Credit Party, its management, stockholders, equityholders or creditors or any other Person. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it has deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not assert, and hereby waives to the maximum extent permitted by applicable law, any claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with any such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it the Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender, the Arranger and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCompany, their its stockholders and/or their affiliatesits Affiliates. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender or any Agent, on the one hand, and the BorrowersCompany, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders and the Agents, on the one hand, and such BorrowerCompany, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender and no Agent has assumed an advisory or fiduciary responsibility in favor of the BorrowerCompany, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such BorrowerCompany, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower Company except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such BorrowerCompany, its management, stockholders, creditors or any other Person. Each Borrower Company acknowledges and agrees that it Company has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Company agrees that it will not claim that any Bank Lender or any Agent has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankCompany, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraphSection 10.21, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersLoan Parties, their stockholders members and/or their affiliates. The Borrowers agree Each Loan Party agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersLoan Parties, their stockholders members or their affiliates, on the other. Each Borrower Loan Party acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the BorrowerLoan Parties, its stockholders their members or its their affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerthe Loan Parties, its stockholders their members or its affiliates their Affiliates on other matters) or any other obligation to such Borrower the Loan Parties except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Loan Parties, its their management, stockholdersmembers, creditors or any other Person. Each Borrower Loan Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Loan Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankLoan Parties, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the BorrowersBorrower and the Subsidiaries, their stockholders and/or their affiliatesAffiliates (collectively, solely for purposes of this paragraph, the “Obligors”). The Borrowers agree Borrower agrees that nothing in the Agreement and or the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliatesany Obligor, on the other. Each The Borrower acknowledges and agrees that (ia) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Obligor 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates any Obligor on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliatesAffiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and the related documents or otherwise Loan Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowersany Obligor, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower Obligor acknowledges and agrees that (ia) the transactions contemplated by the Agreement and the related documents Transactions (including the exercise of rights and remedies hereunder and thereunderunder the other Loan Documents) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, ; and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates Affiliates with respect to the transactions contemplated hereby Transactions (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether any Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents ); and (yii) in connection with the Transactions, each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors stockholders or any other Personcreditors. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions the Transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Obligor, in connection with such transaction the Transactions or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCompany, their its stockholders and/or their its affiliates. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Credit Documents or otherwise pursuant to the Transactions will be deemed to create an advisory, a fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersCompany, their its stockholders or their its affiliates, on the other. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Company, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or a fiduciary responsibility in favor of the Borrower, Company its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerthe Company, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Company, its management, stockholders, creditors or any other Person. Each Borrower The Company acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or Lender owes a fiduciary or similar duty to the BankCompany, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraphSection 10.15, the “Banks”), may have economic interests that conflict with those of the BorrowersObligors, their respective stockholders and/or their affiliates. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the BorrowersCompany, their its stockholders or their its affiliates, on the other. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Company, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the BorrowerCompany, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrowerthe Company, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Company, its management, stockholders, stockholders or creditors or any other Person. Each Borrower The Company acknowledges and agrees that it the Company has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankCompany, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their affiliatesits Affiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerseach such Credit Party, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower Credit Party acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Credit Parties except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Credit Parties, its management, stockholders, creditors or any other Person. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty duty, to the Bank, such Credit Party in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their respective affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowersany Obligor, their its respective stockholders or their its respective affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees that agree that: (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowereach Obligor, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its respective stockholders or its respective affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its respective stockholders or its affiliates respective Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such BorrowerObligor, its respective management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it such Obligor has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The AgentIn connection with all aspects of each transaction contemplated hereby, each Bank Borrower acknowledges and their Affiliates agrees, and acknowledges its respective Affiliates’ understanding, that: (collectively, solely i) the credit facilities and Tranches provided for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement hereunder and the any related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary arranging or other implied duty services in connection therewith (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document) are an arm’s-length commercial transaction between any Banksuch Borrower and its Affiliates, on the one hand, and Global Administrative Agent, any other Agent, the Borrowers, their stockholders or their affiliatesArrangers and the Lenders, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one other hand, and such BorrowerBorrower is capable of evaluating and understanding and understands and accepts the terms, on risks and conditions of the othertransactions contemplated hereby and by the other Loan Documents (including any amendment, and waiver or other modification hereof or thereof); (ii) in connection therewith and with the process leading theretoto such transaction, each Agent and each Arranger is and has been acting solely as a principal and is not the financial advisor, agent or fiduciary for such Borrower or any of its Affiliates, stockholders, creditors or employees; (xiii) no Bank none of Global Administrative Agent, any other Agent or any Arranger has assumed or will assume an advisory advisory, agency or fiduciary responsibility in favor of such Borrower with respect to any of the Borrowertransactions contemplated hereby or the process leading thereto, including with respect to any amendment, waiver or other modification hereof or of any other Loan Document (irrespective of whether Global Administrative Agent, any other Agent or any Arranger has advised or is currently advising such Borrower or any of its stockholders Affiliates on other matters) and none of Global Administrative Agent, any other Agent or any Arranger has any obligation to such Borrower or any of its affiliates Affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the those obligations expressly set forth herein and in the Agreement other Loan Documents; (iv) Global Administrative Agent, each other Agent, and the related documents Arrangers and their respective Affiliates may be engaged in a broad range of transactions that involve interests that differ from those of such Borrower and its Affiliates, and none of Global Administrative Agent, any other Agent or any Arranger has any obligation to disclose any of such interests by virtue of any advisory, agency or fiduciary relationship; and (yv) Global Administrative Agent, each Bank is acting solely as principal other Agent, and the Arrangers have not as provided and will not provide any legal, accounting, regulatory or tax advice with respect to any of the agent transactions contemplated hereby (including any amendment, waiver or fiduciary other modification hereof or of such Borrower, its management, stockholders, creditors or any other Person. Each Loan Document) and such Borrower acknowledges and agrees that it has consulted its own legal legal, accounting, regulatory and financial tax advisors to the extent it has deemed appropriate appropriate. Each Borrower hereby waives and releases, to the fullest extent permitted by Law, any claim that it is responsible for making its own independent judgment may have against Global Administrative Agent, any other Agent, and the Arrangers with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services breach or alleged breach of any nature agency or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading theretoduty.

No Fiduciary Duty. The Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Furthermore, the Borrower, by reason of its own business and financial experience and through that of its professional advisors, hereby advises the Lenders that it has the capacity to protect its own interests in connection with the transactions contemplated by the Loan Documents. The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, its stockholders, its creditors and/or its affiliates, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Borrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Borrowers acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Borrowers, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the any Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such any Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such any Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such any Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Joint Lead Arranger, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, the Syndication Agent, the Co-Documentation Agents, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bankthe Lenders and Borrower, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising Borrower on other matters) or any other obligation to Borrower except the obligations expressly set forth in the Credit Documents and agrees that it (iv) Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.”

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and the related documents or otherwise Loan Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Joint Lead Arranger, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrowers and the other Loan Parties. Each Borrower hereby agrees that subject to applicable law, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their stockholders or their affiliates, on the otherAffiliates. Each Borrower hereby acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction none of the Lenders is acting as the agent or fiduciary of any Loan Party, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Loan Party 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates Loan Party on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal Borrower and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Loan party has consulted its own legal and financial advisors to the extent it has deemed appropriate appropriate. Each Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the BorrowersParent or any Restricted Subsidiary, their stockholders and/or their affiliatesAffiliates (collectively, solely for purposes of this paragraph, the “Obligors”). The Borrowers agree Borrower agrees that nothing in the Agreement and or the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliatesany Obligor, on the other. Each The Borrower acknowledges and agrees that (ia) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Obligor 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates any Obligor on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders and/or their affiliatesAffiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender in such capacity, on the one hand, and the Borrowerssuch Credit Party, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender in such capacity has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender in such capacity is acting solely as principal and not as the agent or fiduciary of such Borrowerany Credit Party, its management, stockholders, creditors or any other Person. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and or the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges The Loan Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Borrowers, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the BorrowerBorrowers, its their stockholders or its their affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerthe Borrowers, its their stockholders or its their affiliates on other matters) or any other obligation to such Borrower the Borrowers except the obligations expressly set forth in the Agreement and the related documents Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Borrowers, its their management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it such Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The AgentIn connection with all aspects of each transaction contemplated hereby, each Bank Borrower acknowledges and their Affiliates agrees, and acknowledges its respective Affiliates’ understanding, that: (collectively, solely i) the credit facilities and Tranches provided for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement hereunder and the any related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary arranging or other implied duty services in connection therewith (including in connection with any amendment, waiver or other modification hereof or of any other Loan Document) are an arm’s-length commercial transaction between any Banksuch Borrower and its Affiliates, on the one hand, and Global Administrative Agent, any other Agent, the Borrowers, their stockholders or their affiliatesArrangers and the Lenders, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one other hand, and such BorrowerBorrower is capable of evaluating and understanding and understands and accepts the terms, on risks and conditions of the othertransactions contemplated hereby and by the other Loan Documents (including any amendment, and waiver or other modification hereof or thereof); (ii) in connection therewith and with the process leading theretoto such transaction, each Agent, each Arranger and each Lender is and has been acting solely as a principal and is not the financial advisor, agent or fiduciary for such Borrower or any of its Affiliates, stockholders, creditors or employees; (xiii) no Bank none of Global Administrative Agent, any other Agent, any Arranger or any Lender has assumed or will assume an advisory advisory, agency or fiduciary responsibility in favor of such Borrower with respect to any of the Borrowertransactions contemplated hereby or the process leading thereto, including with respect to any amendment, waiver or other modification hereof or of any other Loan Document (irrespective of whether Global Administrative Agent, any other Agent or any Arranger has advised or is currently advising such Borrower or any of its stockholders Affiliates on other matters) and none of Global Administrative Agent, any other Agent or any Arranger has any obligation to such Borrower or any of its affiliates Affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the those obligations expressly set forth herein and in the Agreement other Loan Documents; (iv) Global Administrative Agent, each other Agent, 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 such Borrower and its Affiliates, and none of Global Administrative Agent, any other Agent, any Arranger or any Lender has any obligation to disclose any of such interests by virtue of any advisory, agency or fiduciary relationship; and (v) Global Administrative Agent, each other Agent, and the related documents Arrangers have not provided and will not provide any legal, accounting, regulatory or tax advice with respect to any of the transactions contemplated hereby (y) each Bank is acting solely as principal and not as the agent including any amendment, waiver or fiduciary other modification hereof or of such Borrower, its management, stockholders, creditors or any other Person. Each Loan Document) and such Borrower acknowledges and agrees that it has consulted its own legal legal, accounting, regulatory and financial tax advisors to the extent it has deemed appropriate appropriate. Each Borrower hereby waives and releases, to the fullest extent permitted by Law, any claim that it is responsible for making its own independent judgment may have against Global Administrative Agent, any other Agent, and the Arrangers with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services breach or alleged breach of any nature agency or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading theretoduty.

No Fiduciary Duty. The Administrative Agent, the Arrangers, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their Borrower and its affiliates. The Borrowers agree Borrower agrees that nothing in the this Agreement and the related documents or otherwise will shall be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the this Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the this Agreement and (iv) the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will shall not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of each of the BorrowersBorrower, their stockholders and/or their affiliatesAffiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their affiliatesits Affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Affiliates 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 Bank Xxxxxx has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it the Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, In connection with all aspects of each Bank and their Affiliates (collectively, solely for purposes of transaction contemplated by this paragraphAgreement, the “Banks”)Borrowers acknowledge and agree, may have economic interests and acknowledge the other Loan Parties’ understanding, that conflict with those of (i) each transaction contemplated by this Agreement is an arm’s-length commercial transaction, between the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLoan Parties, on the one hand, and the Borrowers, their stockholders or their affiliatesAdministrative Agent and the Lenders, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one other hand, and such Borrower, on the other, and (ii) in connection therewith with each such transaction and with the process leading thereto, the Administrative Agent and the Lenders will act solely as principals and not as agents or fiduciaries of the Loan Parties or any of their stockholders, affiliates, creditors, employees or any other party, (xiii) no Bank has assumed neither the Administrative Agent nor any Lender will assume an advisory or fiduciary responsibility in favor of the Borrower, Company or any of its stockholders or its affiliates Affiliates with respect to any of the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) or the process leading thereto (irrespective of whether the Administrative Agent or any Bank Lender has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates any Loan Party on other matters) and neither the Administrative Agent nor any Lender will have any obligation to any Loan Party or any other obligation of its Affiliates with respect to such Borrower the transactions contemplated in this Agreement except the obligations expressly set forth herein, (iv) the Administrative Agent and each Lender may be engaged in a broad range of transactions that involve interests that differ from those of the Agreement Loan Parties and their affiliates, and (v) neither the Administrative Agent nor any Lender has provided or will provide any legal, accounting, regulatory or tax advice with respect to any of the transactions contemplated hereby and the related documents Loan Parties have consulted and (y) each Bank is acting solely as principal will consult their own legal, accounting, regulatory, and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial tax advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions deems appropriate. The matters set forth in this Agreement and the process leading theretoother Loan Documents reflect an arm’s-length commercial transaction between the Loan Parties, on the one hand, and the Administrative Agent and the Lenders, on the other hand. Each Borrower agrees The Borrowers agree that it will the Loan Parties shall not claim assert any claims that any Bank has rendered advisory services Loan Party may have against the Administrative Agent or any Lender based on any breach or alleged breach of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading theretoduty.

No Fiduciary Duty. The Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowerseach Borrower, their its stockholders and/or their its affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerseach Borrower, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such each Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the any Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such any Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Borrowers, its their management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankit, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, the Syndication Agent, the Co-Documentation Agents, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bankthe Lenders and Borrower, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising Borrower on other matters) or any other obligation to Borrower except the obligations expressly set forth in the Credit Documents and agrees that it (iv) Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their stockholders and/or their affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Borrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each of the Administrative Agent, each Bank Other Agent, each Lender and their Affiliates respective affiliates (collectively, solely for purposes of this paragraph, the “BanksLender Parties”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on of the one hand, Lender Parties and the BorrowersBorrower, their stockholders its shareholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLender Parties, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction, each of the Lender Parties is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender Party has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender Party or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender Party has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders and/or their affiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Credit Party, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) except as otherwise expressly agreed in writing, no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders or its affiliates 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 Bank Xxxxxx has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Credit Party, its management, stockholders, creditors stockholders or any other Personcreditors. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.leading

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower and the other Loan Parties. The Borrowers agree Borrower hereby agrees that subject to applicable law, nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersLoan Parties, their stockholders equityholders or their affiliates, on the otherAffiliates. Each The Borrower hereby acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction none of the Lenders is acting as the agent or fiduciary of any Loan Party, its management, equityholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates any Loan Party 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates Loan Party on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement Loan Documents, (iv) the Borrower and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Loan Party has consulted its own legal and financial advisors to the extent it has deemed appropriate and (v) the Lenders may be engaged in a broad range of transactions that involve interests that differ from those of the Borrower and its Affiliates and no Lender has an obligation to disclose any such interests to the Borrower or its Affiliates. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, Issuing Lender, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersLoan Parties, their stockholders and/or their affiliatesAffiliates. The Borrowers agree Each Loan Party agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Loan Party, their its stockholders or their affiliatesits Affiliates, on the other. Each Borrower acknowledges The Loan Parties acknowledge and agrees agree that (ia) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Loan Party, its stockholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Loan Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement and the related documents Loan Documents, and (yii) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Loan Party, its management, stockholders, creditors or any other Person. Each Borrower Loan Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Loan Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Loan Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent(a) Each Mandated Lead Arranger, each Bank Bookrunner, the Administrative Agent and each Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Banks and the BorrowersBorrower, their stockholders or their affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the Banks, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Banks is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’sarm's-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not as the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Arranger, the Documentation Agent, the Administrative Agent, the Swingline Lender, each Issuing Bank and each Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Banks and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Borrowers, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Banks is acting solely as a principal and not the agent or fiduciary of any Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrowers 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 Bank or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates any Borrower on other matters) or any other obligation to such Borrower the Borrowers except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as of the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it Borrowers has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Each Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrowers, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and each of their respective Affiliates (collectively, solely for purposes of this paragraphSection 10.26, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders equity holders and/or their affiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Credit Party, their stockholders its equity holders or their its affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-arm’s- length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders equity holders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders equity holders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Credit Party, its management, stockholders, creditors or any other Person. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each of the Administrative Agent, the Syndication Agent, the Documentation Agents, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied similar duty between any Bankthe Lenders and the Borrower, its stockholders or its Affiliates. The Borrower acknowledges and agrees that (a) the transactions contemplated by the Loan Documents are arm’s-length commercial transactions between the Lenders, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrower, on the other, and (iib) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xc) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yd) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, the Co-Syndication Agents, the Co-Documentation Agents, the Joint Lead Arrangers, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Xxxxxxxx agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bankthe Lenders and Borrower, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such BorrowerXxxxxxxx, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising Borrower on other matters) or any other obligation to Borrower except the obligations expressly set forth in the Credit Documents and agrees that it (iv) Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Xxxxxxxx further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Xxxxxxxx agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Arranger, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-arm’s- length commercial transactions between the Banks, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank Each Credit Party and their its Affiliates (collectively, solely for purposes of this paragraphSection 15.11, the “Banks”), may have economic interests that conflict with those of the BorrowersBorrower, their stockholders its shareholders and/or their affiliatesAffiliates. The Borrowers agree that nothing in the Agreement and the related documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) (the “Credit Document Transactions”) are arm’s-length commercial transactions between the Banks, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith with the Credit Document Transactions and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders shareholders or its affiliates Affiliates with respect to the transactions contemplated hereby (or the exercise of rights or remedies with respect thereto) Credit Document Transactions or the process leading thereto (irrespective of whether any Bank has advised, is currently advising or will advise such the Borrower, its stockholders shareholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholdersshareholders, creditors or any other PersonPerson in respect of the Credit Document Transactions except as otherwise expressly set forth in the Credit Documents. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions the Credit Document Transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction the Credit Document Transactions or the process leading theretothereto except as otherwise expressly set forth in the Credit Documents.

No Fiduciary Duty. The Agent, each Bank Each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and or the related documents Advance Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Advance Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank and their Affiliates (collectively, solely for purposes of this paragraphSection, the “Banks”), may have economic interests that conflict with those of the BorrowersCompany and the Guarantor, their respective stockholders and/or their affiliates. The Borrowers agree Company agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, and the BorrowersCompany, their its stockholders or their its affiliates, on the other. Each Borrower The Company acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrowerthe Company, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor of the BorrowerCompany, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrowerthe Company, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Company except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Company, its management, stockholders, stockholders or creditors or any other Person. Each Borrower The Company acknowledges and agrees that it the Company has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower The Company agrees that it the Company will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankit, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each Lead Arranger, Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersLoan Parties, their stockholders and/or their affiliates. The Borrowers agree Each Loan Party agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Loan Party, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Loan Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Loan Parties, on the other, other and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Loan Party, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Loan Party, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Loan Party except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Loan Party, its management, stockholders, creditors or any other Person. Each Borrower Loan Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each To the fullest extent permitted by law, each of the Borrower agrees and the other Loan Parties hereby waives and releases any claims that it will not claim that may have against the Administrative Agent, the Agents and the Lenders with respect to any Bank has rendered advisory services breach or alleged breach of any nature agency or respect, or owes a fiduciary or similar duty to the Bank, in connection with such any aspect of any transaction or the process leading theretocontemplated hereby.

No Fiduciary Duty. The Each Agent, the Arrangers, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraphsection, the “BanksLenders”), ) may have economic interests that conflict with those of Parent and the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers Parent and the Borrower agree that nothing in the Agreement and the related documents Loan Documents or otherwise will shall be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bankthe Lenders and either of Parent or the Borrower, on the one hand, and the Borrowers, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Loan Parties acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will shall not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto, and agrees to waive any claims for breach of any alleged fiduciary duty by any Lender.

No Fiduciary Duty. The Each Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraphSection, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their its stockholders and/or their its affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Credit Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their its stockholders or their its affiliates, on the other. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholders, creditors or any other Person. Each The Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. (a) The Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraphSection 16.16, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders Obligors and/or their affiliatesrespective Affiliates. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents or otherwise Loan Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowers, their stockholders or Subsidiaries and their affiliatesAffiliates, on the otherother hand. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents Loan Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-arm’s length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Borrowers, on the otherother hand, and (ii) in connection therewith and with the process leading thereto, (xA) no Bank Lender has assumed an advisory or fiduciary responsibility in favor favour of the any Borrower, its stockholders their Subsidiaries or its affiliates their Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrower, its stockholders a Borrower or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Borrowers except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yB) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such a Borrower, its management, stockholdersshareholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankit, in connection with such transaction transactions or the process leading thereto. (b) Each Borrower acknowledges that (i) each Lender may be involved in a broad range of activities (including providing debt financing, equity capital, financial advisory or other services to other Persons) in respect of which the Obligors and/or their respective Affiliates may have conflicting interests regarding the Credit Facilities or otherwise and (ii) no Lender has any obligation to (A) disclose such other activities to the Borrowers or (B) use in connection with the Credit Facilities, or furnish to the Borrower confidential information obtained by such Lender from such other Persons.

No Fiduciary Duty. The Agent, each Bank Each of the Holders and their Affiliates (collectively, solely for purposes of this paragraph, the “Banks”), may have interests, economic interests or otherwise, that conflict with those of the Borrowersother Holders, their stockholders equityholders and/or their affiliatesAffiliates. The Borrowers agree Notwithstanding the fact that the consent of the Fund is required for the taking of any action hereunder, each Holder agrees that nothing in the Agreement and the related documents Transaction Agreements or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bankthe Fund, its equityholders or its Affiliates, on the one hand, and the Borrowersany other Holder, their stockholders its equityholders or their affiliatesits Affiliates, on the other. Each Borrower Holder acknowledges and agrees that (i) none of the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksFund, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has its stockholders or its Affiliates have assumed an advisory or fiduciary responsibility in favor of the Borrowerany other Holder, its stockholders equityholders or its affiliates Affiliates with respect to the transactions Transactions contemplated hereby or under any of the Transaction Agreements (or the exercise of rights or remedies with respect hereto or thereto) or the process leading thereto (irrespective of whether any Bank has the Fund, its stockholders or its Affiliates have advised, is are currently advising or will advise such Borrowerany other Holder, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents any other Holder and (yii) each Bank is acting solely as principal and not as the agent Fund shall have no duty to consult with, provide notice to, seek the approval or fiduciary consent of, or take into account the interest of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bank, Holder in connection with such transaction any transactions contemplated by the Transaction Agreements or its actions or omissions to act or otherwise under the process leading theretoTransaction Agreements. The Fund shall not be liable to any other Holder for any loss or damage, including counsel fees, resulting from its actions or omissions to act or otherwise under the Transaction Agreements. In no event shall the Fund be liable to the other Holder or any third party for special, indirect or consequential damages, or lost profits or loss of business, arising out of its actions or omissions to act.

No Fiduciary Duty. The Each Agent, each Bank Arranger, each Lender and their respective Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), ) may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders equityholders and/or their affiliatesAffiliates. The Borrowers agree Each Credit Party agrees that nothing in the Agreement and the related documents or otherwise Credit Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Credit Party, their stockholders its equityholders or their affiliatesits Affiliates, on the other. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (ia) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the other, and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrowerany Credit Party, its stockholders equityholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Credit Party, its stockholders equityholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Credit Party except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yii) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Credit Party, its management, stockholdersequityholders, creditors or any other Person. Each Borrower Credit Party acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Credit Party agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Banksuch Credit Party, in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Agent, each Bank the Lender and their respective Affiliates (collectively, solely for purposes of this paragraphSection 11.17, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersBorrower, their stockholders and/or their affiliatesits members and its Affiliates. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents or otherwise Credit Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersBorrower, their stockholders its members or their affiliatesits Affiliates, on the otherother hand. Each The Borrower acknowledges and agrees that (ia) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the otherother hand, and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor favour of the Borrower, its stockholders members or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such the Borrower, its stockholders members or its affiliates Affiliates on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yii) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such the Borrower, its management, stockholdersmembers, creditors or any other Personperson. Each The Borrower acknowledges and agrees that it the Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Each Agent, each Bank Lender and their respective Affiliates (collectively, solely for purposes of this paragraphSection 9.18, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersCredit Parties, their stockholders and/or shareholders and their affiliatesAffiliates. The Borrowers Credit Parties agree that nothing in the Agreement and the related documents or otherwise Credit Documents will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the BorrowersCredit Parties, their stockholders its shareholders or their affiliatesits Affiliates, on the otherother hand. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that (ia) the transactions contemplated by the Agreement and the related documents Credit Documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Credit Parties, on the otherother hand, and (iib) in connection therewith and with the process leading thereto, (xi) no Bank Lender has assumed an advisory or fiduciary responsibility in favor favour of the BorrowerCredit Parties, its stockholders shareholders or its affiliates Affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerthe Credit Parties, its stockholders shareholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower the Credit Parties except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (yii) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerthe Credit Parties, its management, stockholdersshareholders, creditors or any other Personperson. Each Borrower acknowledges The Credit Parties acknowledge and agrees agree that it has the Credit Parties have consulted its their own legal and financial advisors to the extent it they deemed appropriate and that it is they are responsible for making its their own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees The Credit Parties agree that it they will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankCredit Parties, in connection with such transaction transactions or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, each Bank Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the BorrowersObligors, their stockholders and/or their affiliates. The Borrowers agree Each Obligor agrees that nothing in the Agreement and the related documents or otherwise Credit Documents will be deemed to create an advisory, a fiduciary or agency relationship or fiduciary or other implied duty between any BankLender, on the one hand, and the Borrowerssuch Obligor, their its stockholders or their its affiliates, on the other. Each Borrower acknowledges The Obligors acknowledge and agrees agree that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Credit Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such Borrowerthe Obligors, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank Lender has assumed an advisory or a fiduciary responsibility in favor of the Borrowerany Obligor, its stockholders or its affiliates 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 Bank Lender has advised, is currently advising or will advise such Borrowerany Obligor, its stockholders or its affiliates Affiliates on other matters) or any other obligation to such Borrower any Obligor except the obligations expressly set forth in the Agreement and the related documents Credit Documents and (y) each Bank Lender is acting solely as principal and not as the agent or fiduciary of such Borrowerany Obligor, its management, stockholders, creditors or any other Person. Each Borrower Obligor acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate and that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower Obligor agrees that it will not claim that any Bank has rendered advisory services of any nature or respect, or Lender owes a fiduciary or similar duty to the Banksuch Obligor, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Administrative Agent, Collateral Agent, the Co-Manager, each Bank Arranger, each Lender and their Affiliates (collectively, solely for purposes of this paragraph, the “BanksLenders”), may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesa Borrower. The Borrowers agree Each Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between the Lenders and any BankBorrower, its stockholders or its Affiliates. Each Borrower acknowledges and agree that (i) the transactions contemplated by the Loan Documents are arm’s length commercial transactions between the Lenders, on the one hand, and the Borrowers, their stockholders or their affiliates, on the other. Each Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) are arm’s-length commercial transactions between the Banks, on the one hand, and such Borrower, on the other, and (ii) in connection therewith and with the process leading thereto, (x) no Bank has assumed an advisory or fiduciary responsibility in favor to such transaction each of the Borrower, its stockholders or its affiliates 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 Bank has advised, is currently advising or will advise such Borrower, its stockholders or its affiliates on other matters) or any other obligation to such Borrower except the obligations expressly set forth in the Agreement and the related documents and (y) each Bank Lenders is acting solely as a principal and not as the agent or fiduciary of such any Borrower, its management, stockholders, creditors or any other Person. Each person, (iii) no Lender has assumed an advisory or fiduciary responsibility in favor of any Borrower acknowledges with respect to the transactions contemplated hereby or the process leading thereto (irrespective of whether any Lender or any of its affiliates has advised or is currently advising any Borrower on other matters) or any other obligation to any Borrower except the obligations expressly set forth in the Loan Documents and agrees that it (iv) each Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. Each Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the Bankany Borrower, in connection with such transaction or the process leading thereto.

No Fiduciary Duty. The Each of the Administrative Agent, the Sustainability Structuring Agent, each Bank Lender and each of their respective Affiliates and their Affiliates officers, directors, controlling persons, employees, agents and advisors (collectively, solely for purposes of this paragraphSection 8.15, the “BanksLenders”), ) may have economic interests that conflict with those of the Borrowers, their stockholders and/or their affiliatesBorrower. The Borrowers agree Borrower agrees that nothing in the Agreement and the related documents Loan Documents or otherwise will be deemed to create an advisory, fiduciary or agency relationship or fiduciary or other implied duty between any Bank, on the one hand, Lenders and the BorrowersBorrower, their its stockholders or their affiliates, on the otherits Affiliates. Each The Borrower acknowledges and agrees that (i) the transactions contemplated by the Agreement and the related documents (including the exercise of rights and remedies hereunder and thereunder) Loan Documents are arm’s-length commercial transactions between the BanksLenders, on the one hand, and such the Borrower, on the other, and (ii) in connection therewith and with the process leading theretoto such transaction each of the Lenders is acting solely as a principal and not the agent or fiduciary of the Borrower, its management, stockholders, creditors or any other person, (xiii) no Bank Lender has assumed an advisory or fiduciary responsibility in favor of the Borrower, its stockholders or its affiliates Borrower 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 Bank Lender or any of its Affiliates has advised, advised or is currently advising or will advise such Borrower, its stockholders or its affiliates the Borrower on other matters) or any other obligation to such the Borrower except the obligations expressly set forth in the Agreement and the related documents Loan Documents and (yiv) each Bank is acting solely as principal and not as the agent or fiduciary of such Borrower, its management, stockholders, creditors or any other Person. Each Borrower acknowledges and agrees that it has consulted its own legal and financial advisors to the extent it deemed appropriate appropriate. The Borrower further acknowledges and agrees that it is responsible for making its own independent judgment with respect to such transactions and the process leading thereto. Each The Borrower agrees that it will not claim that any Bank Lender has rendered advisory services of any nature or respect, or owes a fiduciary or similar duty to the BankBorrower, in connection with such transaction or the process leading thereto.