Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 5 contracts
Samples: Credit Agreement (Primeenergy Corp), Credit Agreement (Primeenergy Corp), Credit Agreement (Primeenergy Corp)
Non-Reliance on Agent and Other Lenders. Each Lender and each Issuing Bank expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Joint Lead Arranger has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender Joint Lead Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or any Lender Joint Lead Arranger to any other LenderLender or Issuing Bank as to any matter, including whether the Agent or the Joint Lead Arrangers have disclosed material information in their (or their Related Parties’) possession. Each Lender and each Issuing Bank represents to the Agent and each Joint Lead Arranger that it has, independently and without reliance upon the Agent Agent, any Joint Lead Arranger, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and each Issuing Bank also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, the Joint Lead Arrangers, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Loan Parties. Each Lender and each Issuing Bank represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or Issuing Bank for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or Issuing Bank, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and Issuing Bank agrees not to assert a claim in contravention of the foregoing. Each Lender and Issuing Bank represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such Issuing Bank, and either it, or the value of the Collateral Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other Properties of the Borrower which may come into the possession of the Agent facilities, is experienced in making, acquiring or any of its officers, directors, employees, agents, attorneys-in-fact holding such commercial loans or affiliatesproviding such other facilities.
Appears in 5 contracts
Samples: Revolving Credit Agreement (Rayonier Advanced Materials Inc.), Revolving Credit Agreement (Rayonier Advanced Materials Inc.), Revolving Credit Agreement (Gap Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their its respective officers, directors, employees, agents, attorneys-in-fact fact, subsidiaries or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the BorrowerBorrowers, Guarantor or any of their respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrowers, Guarantor and the value of the Collateral their respective Affiliates and other Properties of the Borrower and has made its own decision to make Loans and Line of Credit Advances, to participate in Swing Line Loans and to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrowers, Guarantor and the value of the Collateral and other Properties of the Borrowertheir respective Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by Agent hereunder or by the Agent hereunderother Loan Documents, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), other condition or creditworthiness of the Borrower Borrowers, Guarantor or the value any of the Collateral or other Properties of the Borrower their respective Affiliates which may come into the possession of the Agent or any of its respective officers, directors, employees, agents, attorneys-in-fact fact, subsidiaries or affiliates.
Appears in 4 contracts
Samples: Revolving Credit Loan Agreement (Orleans Homebuilders Inc), Revolving Credit Loan Agreement (Orleans Homebuilders Inc), Revolving Credit Loan Agreement (Orleans Homebuilders Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly and the Issuing Bank acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the any Agent or any other Lender, Lender and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender further represents and warrants that it has had the opportunity to review the Confidential Information Memorandum (if any) and each other document made available to it on the Platform in connection with this Agreement and has acknowledged and accepted the terms and conditions applicable to the recipients thereof. Each Lender and the Issuing Bank also represents acknowledges that it will, independently and without reliance upon the any Agent or any other Lender and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder. Notwithstanding anything herein to the contrary, each Lender also acknowledges that the Lien and security interest granted to the Collateral Agent (and/or the Australian Security Trustee, as applicable) pursuant to the Security Documents and the exercise of any right or remedy by the Collateral Agent (and/or the Australian Security Trustee, as applicable) thereunder are subject to the provisions of the Intercreditor Agreement (so long as any Term Loans are outstanding), the terms of any Permitted Securitization Intercreditor Agreement (so long as any Permitted Securitization is outstanding) or the terms of any Permitted Secured Indebtedness Intercreditor Agreement (so long as any Permitted Secured Indebtedness is outstanding). So long as any Term Loans are outstanding or obligations under any Permitted Securitization or any Permitted Secured Indebtedness are outstanding, in the event of any conflict between the terms of the Intercreditor Agreement and the other Loan Security Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness terms of the Borrower Intercreditor Agreement shall govern and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatescontrol.
Appears in 4 contracts
Samples: Revolving Syndicated Facility Agreement (Tronox LTD), Revolving Syndicated Facility Agreement (Tronox LTD), Revolving Syndicated Facility Agreement (Tronox LTD)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent agrees that it has, independently and without reliance upon the on Agent, any Co-Collateral Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal credit analysis of Borrowers and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower Guarantors and has made its own decision to enter into this Agreement. Each Lender also represents Agreement and that it will, independently and without reliance upon the Agent, any Co-Collateral Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals analysis and decisions in taking or not taking action under this Agreement and or any of the other Loan Documents, and Financing Agreements. Neither Agent nor any Co-Collateral Agent shall be required to make such investigation as it deems necessary to inform keep itself informed as to the business, operations, property, condition (financial and otherwise) and creditworthiness performance or observance by any Borrower or Guarantor of any term or provision of this Agreement or any of the other Financing Agreements or any other document referred to or provided for herein or therein or to inspect the properties or books of any Borrower or Guarantor. Agent and each Co-Collateral Agent will use reasonable efforts to provide Lenders with any information received by Agent or such Co-Collateral Agent from any Borrower or Guarantor which is required to be provided to Lenders or deemed to be requested by Lenders hereunder and with a copy of any Notice of Default or Failure of Condition received by Agent from any Borrower or any Lender; provided, that, Agent or Co-Collateral Agents shall not be liable to any Lender for any failure to do so, except to the value extent that such failure is attributable to Agent’s or such Co-Collateral Agent’s own gross negligence or willful misconduct as determined by a final non-appealable judgment of the Collateral and other Properties a court of the Borrowercompetent jurisdiction. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent or Co-Collateral Agents or deemed requested by Lenders hereunder, the Agent and Co-Collateral Agents shall not have any duty or responsibility to provide any Lender with any other credit or other information concerning the businessaffairs, operations, property, financial condition (financial and otherwise), or creditworthiness business of the any Borrower or the value of the Collateral or other Properties of the Borrower which Guarantor that may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneysCo-in-fact or affiliatesCollateral Agent.
Appears in 3 contracts
Samples: Loan and Security Agreement (Nci Building Systems Inc), Loan and Security Agreement (Nci Building Systems Inc), Loan and Security Agreement (Nci Building Systems Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither none of the Agent nor any other Lender nor or any of their its respective officers, directors, employees, agents, attorneys-in-fact fact, Subsidiaries or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrower or any other Loan Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral Guarantors and other Properties of the Borrower and has made its own decision to make its Loans and participate in Letters of Credit hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value other Loan Parties. The Agent agrees to promptly furnish to each Lender a copy of the Collateral and other Properties of the Borrower. Except for all notices, reports and other documents expressly required to be furnished to received by it from the Lenders by the Agent hereunder, Borrower; provided that the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or any other Properties of the Borrower Loan Party which may otherwise come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact fact, Subsidiaries or affiliatesAffiliates except such as may come into the possession of the employees of Agent then having the responsibility for the administration of this Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Physicians Formula Holdings, Inc.), Credit Agreement (Physicians Formula Holdings, Inc.), Credit Agreement (Alpha Technologies Group Inc)
Non-Reliance on Agent and Other Lenders. Each Lender and the Issuing Bank expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or to any Lender to any other Lenderor the Issuing Bank. Each Lender and the Issuing Bank represents to the Agent that it has, independently and without reliance upon the Agent or any other LenderLender or the Issuing Bank, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Revolving Credit Loans hereunder and enter into this Agreement. Each Lender and the Issuing Bank also represents that it will, independently and without reliance upon the Agent or any other Lender or the Issuing Bank, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders and the Issuing Bank by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender or the Issuing Bank with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 3 contracts
Samples: Credit Agreement (Cogentrix Energy Inc), Credit Agreement (Cogentrix Energy Inc), Credit Agreement (Cogentrix Delaware Holdings Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the each Borrower and the value of the Collateral FSI and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the each Borrower and the value of the Collateral and other Properties of the BorrowerFSI. Except for notices, reports and other documents expressly required to be furnished to the Lenders by Agent hereunder or by the Agent hereunderother Loan Documents, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), other condition or creditworthiness of the each Borrower or the value of the Collateral or other Properties of the Borrower and FSI which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates. Notwithstanding anything contained in the preceding sentence to the contrary, Agent agrees to promptly provide Lenders with (i) copies of all financial statements, reports and certificates delivered by Borrowers to Agent hereunder, (ii) copies of all notices and other communications deemed by Agent to be material, relating to the transactions contemplated by this Agreement, that are sent or received by Agent, and (iii) any other information, financial or otherwise, deemed by Agent to be material, relating to any Borrower’s financial condition or ability to perform its obligations hereunder, furnished to, or obtained by, Agent hereunder.
Appears in 3 contracts
Samples: Warehousing Credit Agreement (PLM Equipment Growth Fund Vi), Warehousing Credit Agreement (PLM Equipment Growth Fund V), Warehousing Credit Agreement (PLM Equipment Growth & Income Fund Vii)
Non-Reliance on Agent and Other Lenders. Each Lender expressly and the Issuing Bank acknowledges that neither none of the Agent nor any other Lender nor any either of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates the Arrangers has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender either of the Arrangers hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Borrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or either of the Arrangers to any Lender or Issuing Bank as to any other Lendermatter, including whether the Agent or either of the Arrangers has disclosed material information in their (or their Related Parties’) possession. Each Lender and Issuing Bank represents to the Agent and each Arranger that it has, independently and without reliance upon the Agent or any other Lender, Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrowers and their Subsidiaries, and all applicable bank or other regulatory laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and the Issuing Bank also represents acknowledges that it will, independently and without reliance upon the Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Borrowers. Each Lender and Issuing Bank represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or Issuing Bank for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or Issuing Bank, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and the Issuing Bank agrees not to assert a claim in contravention of the foregoing. Each Lender and the Issuing Bank represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such Issuing Bank, and either it, or the value of the Collateral Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other Properties of the Borrower which may come into the possession of the Agent facilities, is experienced in making, acquiring or any of its officers, directors, employees, agents, attorneys-in-fact holding such commercial loans or affiliatesproviding such other facilities.
Appears in 3 contracts
Samples: Credit Agreement (Scholastic Corp), Credit Agreement (Scholastic Corp), Credit Agreement (Scholastic Corp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrower or any of the Guarantors, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower or any other Person and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerBorrower or any other Person. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower or any other Person which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 3 contracts
Samples: Credit Agreement (Primeenergy Corp), Credit Agreement (Gastar Exploration LTD), Credit Agreement (Gastar Exploration LTD)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither none of the Agent nor any other Lender nor or any of their its respective officers, directors, employees, agents, attorneys-in-fact fact, Subsidiaries or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, any other Loan Party, or any other party to the Loan Documents, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into into, the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, the other Loan Parties, and any other party to the value of the Collateral Loan Documents and other Properties of the Borrower and has made its own decision to make its Loans, participate in Letters of Credit hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, the other Loan Parties, and any other party to the value Loan Documents. The Agent agrees to promptly furnish to each Lender a copy of the Collateral and other Properties of the Borrower. Except for all notices, reports and other documents expressly required to be furnished received by it from the Borrower pursuant to the Lenders by the Agent hereunder, terms hereof; provided that the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower Borrower, any other Loan Party, or any other party to the value of the Collateral or other Properties of the Borrower Loan Documents which may otherwise come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact fact, Subsidiaries or affiliatesAffiliates except such as may come into the possession of the employees of Agent then having the responsibility for the administration of this Agreement.
Appears in 3 contracts
Samples: Loan and Security Agreement (Freshpet, Inc.), Loan and Security Agreement (Freshpet, Inc.), Credit Agreement (J2 Global, Inc.)
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation or warranty to such Lender it and that no act by the Agent or any other Lender hereafter such Person hereinafter taken, including any review of the affairs of the Borrower, Holdings and their Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that (i) it has, independently and without reliance upon the Agent or any other Lender, Lender and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, propertyproperties, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, Holdings and the value of the Collateral their Subsidiaries and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents that Agreement and extend credit to the Borrower hereunder, and (ii) it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action hereunder and under this Agreement and the other Loan Documents, Credit Documents and to make such investigation as it deems necessary to inform itself as to the business, prospects, operations, propertyproperties, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, Holdings and their Subsidiaries. Except as expressly provided in this Agreement and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderCredit Documents, the Agent shall not have any no duty or responsibility responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information concerning the business, prospects, operations, propertyproperties, financial or other condition (financial and otherwise), or creditworthiness of the Borrower Borrower, Holdings, their Subsidiaries or the value of the Collateral or any other Properties of the Borrower which Person that may at any time come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 2 contracts
Samples: Credit Agreement (Markel Holdings Inc), Credit Agreement (Markel Corp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrower Borrowers and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the BorrowerBorrowers. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), ) or creditworthiness of the Borrower Borrowers or the value of the Collateral or other Properties of the Borrower Borrowers which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 2 contracts
Samples: Term Loan Agreement (Royale Energy Holdings, Inc.), Term Loan Agreement (Royale Energy Holdings, Inc.)
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the BorrowerLessor, the Guarantor or any Lessee, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Lessor, the Guarantor and the value of the Collateral each Lessee and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Loan Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Loan Agreement and the other Loan Operative Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Lessor, the Guarantor and the value of the Collateral and other Properties of the Borrowereach Lessee. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower Lessor, the Guarantor or the value of the Collateral or other Properties of the Borrower any Lessee which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 2 contracts
Samples: Loan Agreement (Hughes Supply Inc), Loan Agreement (Hughes Supply Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither each of the Agent nor any other Lender nor any of their respective and its officers, directors, employees, agents, attorneys-in-fact or affiliates has not made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party or any of their respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties or their respective Affiliates and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties and the value of the Collateral and other Properties of the Borrowertheir respective Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower Borrower, the other Credit Parties or the value any of the Collateral or other Properties of the Borrower their respective Affiliates which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.the
Appears in 2 contracts
Samples: Credit Agreement (Pca International Inc), Credit Agreement (Pca International Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has its Related Parties have made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower or any affiliate of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent acknowledges that it has, independently and without reliance upon the Agent or any other Lender, Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of of, the Borrower and the value of the Collateral its affiliates and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrowerits affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties any affiliate of the Borrower which that may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesRelated Parties.
Appears in 2 contracts
Samples: Credit Agreement (Dollar Tree, Inc.), Credit Agreement (Dollar Tree Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrowers, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrower Borrowers and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the BorrowerBorrowers. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower Borrowers or the value of the Collateral or other Properties of the Borrower Borrowers which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 2 contracts
Samples: Credit Agreement (Edge Petroleum Corp), Credit Agreement (Edge Petroleum Corp)
Non-Reliance on Agent and Other Lenders. Each Lender and each Issuing Bank expressly acknowledges that neither none of the Agent Agent, the Co-Sustainability Coordinators nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Joint Lead Arranger has made any representation or warranty to such Lender it, and that no act by the Agent Agent, any Co-Sustainability Coordinator or any other Lender Joint Lead Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent Agent, any Co-Sustainability Coordinator or any Lender Joint Lead Arranger to any other LenderLender or Issuing Bank as to any matter, including whether the Agent, any Co-Sustainability Coordinator or the Joint Lead Arrangers have disclosed material information in their (or their Related Parties’) possession. Each Lender and each Issuing Bank represents to the Agent Agent, the Co-Sustainability Coordinators and each Joint Lead Arranger that it has, independently and without reliance upon the Agent Agent, the Co-Sustainability Coordinators, any Joint Lead Arranger, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and each Issuing Bank also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, the Co-Sustainability Coordinators, the Joint Lead Arrangers, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Loan Parties. Each Lender and each Issuing Bank represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or Issuing Bank for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or Issuing Bank, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and Issuing Bank agrees not to assert a claim in contravention of the foregoing. Each Lender and Issuing Bank represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such Issuing Bank, and either it, or the value of the Collateral Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other Properties of the Borrower which may come into the possession of the Agent facilities, is experienced in making, acquiring or any of its officers, directors, employees, agents, attorneys-in-fact holding such commercial loans or affiliatesproviding such other facilities.
Appears in 2 contracts
Samples: Fourth Amended and Restated Revolving Credit Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the BorrowerLessor, the Guarantor, any Subsidiary Guarantor or any Lessee, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Lessor, the Guarantor, each Subsidiary Guarantor and the value of the Collateral each Lessee and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Loan Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Loan Agreement and the other Loan Operative Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Lessor, the Guarantor, each Subsidiary Guarantor and the value of the Collateral and other Properties of the Borrowereach Lessee. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower Lessor, the Guarantor, any Subsidiary Guarantor or the value of the Collateral or other Properties of the Borrower any Lessee which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 2 contracts
Samples: Loan Agreement (Concord Efs Inc), Loan Agreement (Concord Efs Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the each Borrower and the value of the Collateral FSI and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the each Borrower and the value of the Collateral and other Properties of the BorrowerFSI. Except for notices, reports and other documents expressly required to be furnished to the Lenders by Agent hereunder or by the Agent hereunderother Loan Documents, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), other condition or creditworthiness of the each Borrower or the value of the Collateral or other Properties of the Borrower and FSI which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates. Notwithstanding anything contained in the preceding sentence to the contrary, Agent agrees to promptly provide Lenders with (i) copies of all financial statements, reports and certificates delivered by Borrowers to Agent hereunder, (ii) copies of all notices and other communications deemed by Agent to be material, relating to the transactions contemplated by this Agreement, that are sent or received by Agent, and (iii) any other information, financial or otherwise, deemed by Agent to be material, relating to any Borrower's financial condition or ability to perform its obligations hereunder, furnished to, or obtained by, Agent hereunder.
Appears in 2 contracts
Samples: Warehousing Credit Agreement (PLM Equipment Growth Fund V), Warehousing Credit Agreement (Professional Lease Management Income Fund I LLC)
Non-Reliance on Agent and Other Lenders. Each Lender expressly and the Issuing Bank acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent, any Co-Collateral Agent or any other Lender, Lender or any of their respective Affiliates and based on such documents and information as it has deemed appropriate, conducted its own independent investigation of the financial condition and affairs of the Loan Parties and their Subsidiaries and made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender further represents and warrants that it has reviewed each document made available to it on the Platform in connection with this Agreement and has acknowledged and accepted the terms and conditions applicable to the recipients thereof (including any such terms and conditions set forth, or otherwise maintained, on the Platform with respect thereto). Each Lender and the Issuing Bank also represents acknowledges that it will, independently and without reliance upon the any Agent, any Co-Collateral Agent or any other Lender or any of their respective Affiliates and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement Agreement, any other Loan Document or related agreement or any document furnished hereunder or thereunder. Each Lender acknowledges and agrees that neither such Lender, nor any of its Affiliates, participants or assignees, may rely on Agent or Co-Collateral Agents to carry out such Lender's, Affiliate's, participant's or assignee's customer identification program, or other obligations required or imposed under or pursuant to the USA PATRIOT Act or the regulations thereunder, including the regulations contained in 31 CFR 103.121 (as hereafter amended or replaced, the “CIP Regulations”), or any other Anti-Terrorism Law, including any programs involving any of the following items relating to or in connection with any of Borrowers, their Affiliates or their agents, this Agreement, the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower Documents or the value of transactions hereunder or thereunder or contemplated hereby or thereby: (i) any identity verification procedures, (ii) any recordkeeping, (iii) comparisons with government lists, (iv) customer notices or (v) other procedures required under the Collateral CIP Regulations or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneyssuch Anti-in-fact or affiliatesTerrorism Laws.
Appears in 2 contracts
Samples: Credit Agreement (Layne Christensen Co), Credit Agreement (Layne Christensen Co)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-attorneys in fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrowera Group Member or any Affiliate of a Group Member, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own “CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.” appraisal of of, and investigation into into, the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Group Members and the value of the Collateral their Affiliates and other Properties of the Borrower and has made its own decision to make its Credit Extensions hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Group Members and the value of the Collateral and other Properties of the Borrowertheir Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any no duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower any Group Member or the value any Affiliate of the Collateral or other Properties of the Borrower which a Group Member that may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-attorneys in fact or affiliatesAffiliates.
Appears in 2 contracts
Samples: Loan and Security Agreement (Vericel Corp), Loan and Security Agreement (Vericel Corp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 2 contracts
Samples: Credit Agreement (Sheridan Energy Inc), Credit Agreement (Southern Mineral Corp)
Non-Reliance on Agent and Other Lenders. Each New Credit Agreement Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other New Credit Agreement Lender. Each New Credit Agreement Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other New Credit Agreement Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender New Credit Agreement Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the New Credit Agreement Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any New Credit Agreement Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 2 contracts
Samples: Credit Agreement (Chattem Inc), Credit Agreement (Chattem Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly and Issuing Bank acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent Agent, the Co-Sustainability Structuring Agents or any other Lender, Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender and Issuing Bank also represents acknowledges that it will, independently and without reliance upon the Agent Agent, the Co-Sustainability Structuring Agents or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement or any related agreement or any document furnished hereunder. Each Lender and each Issuing Bank represents and warrants that (i) this Agreement sets forth the terms of a commercial lending facility and certain other Loan Documentsfacilities set forth herein and (ii) it is engaged in making, acquiring or holding commercial loans, issuing or participating in letters of credit or providing other similar facilities in the ordinary course and is entering into this Agreement as a Lender or Issuing Bank for the purpose of making, acquiring or holding commercial loans, issuing or participating in letters of credit and providing other facilities set forth herein as may be applicable to such Lender or Issuing Bank, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each Issuing Bank agrees not to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness assert a claim in contravention of the Borrower foregoing. Each Lender and the value each Issuing Bank represents and warrants that it is sophisticated with respect to decisions to make, acquire or hold commercial loans, issue or participate in letters of the Collateral credit and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any other facilities set forth herein, as may be applicable to such Lender with any or such Issuing Bank, and either it, or the Person exercising discretion in making its decision to make, acquire or hold such commercial loans, issue or participate in letters of credit or to provide such other information concerning the businessfacilities, operationsis experienced in making, propertyacquiring or holding such commercial loans, condition (financial and otherwise), issue or creditworthiness participate in letters of the Borrower credit or the value of the Collateral or providing such other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesfacilities.
Appears in 2 contracts
Samples: Five Year Credit Agreement (Eastman Chemical Co), Credit Agreement (Eastman Chemical Co)
Non-Reliance on Agent and Other Lenders. Each Lender expressly and each Issuing Lender acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent any Agent, any Issuing Lender or any other Lender, Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender and each Issuing Lender also represents acknowledges that it will, independently and without reliance upon the Agent any Agent, any Issuing Lender or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder. Each Lender and each Issuing Lender represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and certain other facilities set forth herein and (ii) it is engaged in making, acquiring or holding commercial loans, issuing or participating in letters of credit or providing other similar facilities in the ordinary course and is entering into this Agreement as a Lender or Issuing Lender for the purpose of making, acquiring or holding commercial loans, issuing or participating in letters of credit and the providing other Loan Documentsfacilities set forth herein as may be applicable to such Lender or Issuing Lender, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each Issuing Lender agrees not to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness assert a claim in contravention of the Borrower foregoing. Each Lender and the value each Issuing Lender represents and warrants that it is sophisticated with respect to decisions to make, acquire or hold commercial loans, issue or participate in letters of the Collateral credit and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any other facilities set forth herein, as may be applicable to such Lender with any or such Issuing Lender, and either it, or the Person exercising discretion in making its decision to make, acquire or hold such commercial loans, issue or participate in letters of credit or to provide such other information concerning the businessfacilities, operationsis experienced in making, propertyacquiring or holding such commercial loans, condition (financial and otherwise), issue or creditworthiness participate in letters of the Borrower credit or the value of the Collateral or providing such other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesfacilities.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither none of the Agent, the Canadian Co-Agent nor any other Lender nor any of their respective officers, directors, employees, agents, sub-collateral agents, attorneys-in-fact or affiliates has have made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter the Canadian Co-Agent hereinafter taken, including 100 any review of the affairs of the BorrowerBorrowers or any of their respective Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or any Lender such Person to any other Lender. Each Lender represents to each of the Agent and the Canadian Co-Agent that it has, independently and without reliance upon the Agent, the Canadian Co-Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other condition, prospects and creditworthiness of the Borrower Borrowers and the value of the Collateral their respective Subsidiaries and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent, the Canadian Co-Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsAgreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other condition, prospects and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrowertheir respective Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders by Neither the Agent hereunder, nor the Canadian Co-Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)other condition, prospects or creditworthiness of the any Borrower or the value any of the Collateral or other Properties of the Borrower their respective Subsidiaries which may come into the possession of the Agent, the Canadian Co-Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender and each L/C Issuer expressly acknowledges that neither none of the Agent Agent, nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Arranger has made any representation or warranty to such Lender it, and that no act by the Agent Agent, or any other Lender Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent Agent, or any Lender Arranger to any other LenderLender or each L/C Issuer as to any matter, including whether the Agent, or any Arranger have disclosed material information in their (or their Related Parties’) possession. Each Lender and each L/C Issuer represents to the Agent Agent, and the Arrangers that it has, independently and without reliance upon the Agent Agent, the Arrangers, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and the L/C Issuer also represents acknowledges that it will, independently and without reliance upon the Agent Agent, or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerLoan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderas provided in Section 9.12, the Agent shall not have any duty or responsibility to provide any Lender Credit Party with any other credit or other information concerning the businessaffairs, operations, property, financial condition (financial and otherwise), or creditworthiness business of the Borrower or the value of the Collateral or other Properties of the Borrower which any Loan Party that may come into the possession of the Agent Agent. Each Lender and each L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each L/C Issuer agrees not to assert a claim in contravention of the foregoing. Each Lender and each L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such L/C DB1/ 124773100.6 -135- Issuer, and either it, or the Person exercising discretion in making its officersdecision to make, directorsacquire and/or hold such commercial loans or to provide such other facilities, employeesis experienced in making, agents, attorneys-in-fact acquiring or affiliatesholding such commercial loans or providing such other facilities.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each of the Issuing Bank and each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their its respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter takenhereinafter, including any review of the affairs of the BorrowerBorrower or any other Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each of the Issuing Bank and each Lender represents to the Agent that it has, independently and without reliance upon the Agent Agent, the Issuing Bank or any other Lender, and based on such documents and information as it has deemed appropriate, appropriate made its own appraisal evaluation of and investigation into the business, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower or any other Credit Party and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each of the Issuing Bank and each Lender also represents that it will, independently and without reliance upon the Agent Agent, the Issuing Bank or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals evaluations and decisions in taking or not taking action under this Agreement and the other any Loan DocumentsDocument, and to make such investigation as it deems necessary to inform itself as to the business, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and or any other Properties of the BorrowerCredit Party. Except for notices, reports and other documents expressly required to be furnished to the Issuing Bank and/or the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide the Issuing Bank or any Lender with any credit or other information concerning the business, operations, propertyProperty, condition (financial and otherwise), other condition or creditworthiness of the Borrower or the value of the Collateral or any other Properties of the Borrower Credit Party which at any time may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Bisys Group Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrowers, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrower Borrowers and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the BorrowerBorrowers. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), ) or creditworthiness of the Borrower Borrowers or the value of the Collateral or other Properties of the Borrower Borrowers which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither none of the Agent nor Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger, the Arranger, any other Lender nor or any of their respective officers, directors, employees, agents, attorneys-in-in- fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger, the Arranger, or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger, the Arranger, or any Lender to any other Lender. Each Lender represents to the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger and the Arranger that it has, independently and without reliance upon the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger, the Arranger, or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger, the Arranger, or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent or the Collateral Agent hereunder, none of the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger or the Arranger shall not have any duty or responsibility ability to provide any Lender with any credit or other information concerning the business, response operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent Agent, the Collateral Agent, the Documentation Agent, the Co-Arranger, the Arranger or any of its their respective officers, directors, employees, agents, attorneys-in-attorneys- in- fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (KCS Energy Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by any of the Agent or any other Lender foregoing hereafter taken, including any review or audit of the affairs of the Borrower, Borrower shall be deemed to constitute any a representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent agrees that it has, independently and without reliance upon on the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness credit analysis of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents Agreement and that it will, will independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals analysis and decisions in taking or not taking action under this Agreement or any of the other Financing Documents, including, without limitation, the financial condition or solvency of the Borrowers or any other Person. Each Lender represents and warrants to the Agent and the other Loan Lenders that it has received from the Agent a copy of each of the Financing Documents executed on or before the date it enters into this Agreement and has examined or has had an opportunity to examine each of such Financing Documents. Each Lender represents and warrants to the Agent and the other Lenders that such Lender has the full right, power and authority to enter into this Agreement and make its Proportionate Share of the Loans and to make such investigation as it deems purchase participations in the Letters of Credit without notice to, or consent of, any Person and has taken all action, corporate or otherwise, necessary to inform authorize it to enter into and execute this Agreement. The Agent shall not be responsible to the Lenders for any recitals, statements, representations, or warranties contained in this Agreement, or in any other Financing Document, or of the value, validity, effectiveness, genuineness, enforceability, or sufficiency of this Agreement or any other Financing Document or for any failure by any Borrower or any other Person to perform any of its obligations under this Agreement or any other Financing Document. The Agent shall not be required to keep itself informed as to the business, operations, property, condition (financial and otherwise) and creditworthiness performance or observance by the Borrowers of this Agreement or any other Financing Document or as to the Borrower and existence or possible existence of any Event of Default or Default or to inspect the value properties or books of the Collateral and other Properties of the BorrowerBorrowers. Except for notices, reports and other documents as expressly required to be furnished to the Lenders by the Agent hereunderprovided herein, the Agent shall not have any has no duty or responsibility responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information concerning with respect to the operations, business, operations, property, condition (financial and or otherwise), ) or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent Borrowers or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesother Person.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each of the Issuing Bank and each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their its respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter takenhereinafter, including any review of the affairs of the Borrowerany Loan Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each of the Issuing Bank and each Lender represents to the Agent that it has, independently and without reliance upon the Agent Agent, the Issuing Bank or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal evaluation of and investigation into the business, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral its Subsidiaries and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each of the Issuing Bank and each Lender also represents that it will, independently and without reliance upon the Agent Agent, the Issuing Bank or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals evaluations and decisions in taking or not taking action under this Agreement and the other any Loan DocumentsDocument, and to make such investigation as it deems necessary to inform itself as to the business, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrowerits Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Issuing Bank and/or the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide the Issuing Bank or any Lender with any credit or other information concerning the business, operations, propertyProperty, condition (financial and otherwise), other condition or creditworthiness of the Borrower or the value any of the Collateral or other Properties of the Borrower its Subsidiaries which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Revolving Credit Agreement (Air Express International Corp /De/)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither any of the Agent nor any other Lender Agents nor any of their respective officers, directors, employees, agents, attorneys-in-advisors, attorneys in fact or affiliates has have made any representation representations or warranty warranties to such Lender it and that no act by the any Agent or any other Lender hereafter taken, including any review of the affairs of the Borrowera Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the such Agent or any Lender to any other Lender. Each Lender represents to the Agent acknowledges that it has, independently and without reliance upon the any Agent or any other Lender, Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents acknowledges that it will, independently and without reliance upon the any Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerDocument or any related agreement or any document furnished hereunder or thereunder. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereunder, the Administrative Agent shall not have any no duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower any Loan Party or the value any affiliate of the Collateral or other Properties of the Borrower which a Loan Party that may come into the possession of the Administrative Agent or any of its officers, directors, employees, agents, attorneys-in-advisors, attorneys in fact or affiliates. Each Lender acknowledges that the Borrower and certain Affiliates of the Loan Parties may purchase Term Loans hereunder from Lenders from time to time, subject to the restrictions set forth in Sections 2.09 and 2.10. Each Lender, by delivering its signature page to this Agreement, an Assignment and Acceptance and funding its Term Loan on the Closing Date or by the funding of any Incremental Term Loans, Refinancing Term Loans or Extended Term Loans as the case may be, shall be deemed to have acknowledged receipt of, and consented to and approved, each Loan Document and each other document required to be approved by any Agent, Required Lenders or Lenders, as applicable on the Closing Date or as of the date of funding of such Incremental Term Loan, Refinancing Term Loan, Extended Term Loan.
Appears in 1 contract
Samples: Credit Agreement (Arch Coal Inc)
Non-Reliance on Agent and Other Lenders. Each Lender and each Issuing Lender expressly acknowledges that neither none of the Agent nor any other Lender nor Agent, the Arranger or any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Related Parties has made any representation representations or warranty warranties to such Lender it and that no act taken or failure to act by the Agent Agent, the Arrangers or any other Lender hereafter takenof their respective Related Parties, including any consent to, and acceptance of any assignment or review of the affairs of the Borrower, Company and its Subsidiaries or Affiliates shall be deemed to constitute any a representation or warranty by of the Agent Agent, the Arrangers or any Lender of their respective Related Parties to any Lender or any Issuing Lender or any other LenderSecured Party as to any matter, including whether the Agent, the Arranger or any of their respective Related Parties have disclosed material information in their (or their respective Related Parties’) possession. Each Lender and each Issuing Lender expressly acknowledges, represents and warrants to the Agent and the Arrangers that (a) the Loan Documents set forth the terms of a commercial lending facility, (b) it is engaged in making, acquiring, purchasing or holding commercial loans in the ordinary course and is entering into this Agreement and the other Loan Documents to which it is a party as a Lender for the purpose of making, acquiring, purchasing and/or holding the commercial loans set forth herein as may be applicable to it, and not for the purpose of investing in the general performance or operations of the Company and its, or for the purpose of making, acquiring, purchasing or holding any other type of financial instrument such as a security, (c) it is sophisticated with respect to decisions to make, acquire, purchase or hold the commercial loans applicable to it and either it or the Person exercising discretion in making its decisions to make, acquire, purchase or hold such commercial loans is experienced in making, acquiring, purchasing or holding commercial loans, (d) it has, independently and without reliance upon the Agent Agent, the Arrangers, any other Lender or any other Lender, of their respective Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis and appraisal of of, and investigation into investigations into, the business, prospects, operations, property, condition (assets, liabilities, financial and otherwise) other condition and creditworthiness of the Borrower Company and its Subsidiaries, all applicable bank or other regulatory Applicable Laws relating to the Transactions and the value of transactions contemplated by this Agreement and the Collateral other Loan Documents and other Properties of the Borrower and (e) it has made its own independent decision to enter into this AgreementAgreement and the other Loan Documents to which it is a party and to extend credit hereunder and thereunder. Each Lender and each Issuing Lender also represents acknowledges and agrees that (i) it will, independently and without reliance upon the Agent Agent, the Arrangers or any other Lender and based on such documents and information as it shall deem appropriate at the time, or any of their respective Related Parties (A) continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan Documents, Document or any related agreement or any document furnished hereunder or thereunder based on such documents and information as it shall from time to time deem appropriate and its own independent investigations and (B) continue to make such investigation investigations and inquiries as it deems necessary to inform itself as to the business, operations, property, condition Company and its Subsidiaries and (financial and otherwiseii) and creditworthiness it will not assert any claim under any federal or state securities law or otherwise in contravention of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesthis Section 8.6.
Appears in 1 contract
Samples: Credit Agreement (Universal Health Realty Income Trust)
Non-Reliance on Agent and Other Lenders. Each Lender and the Swing Line Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their its respective officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter takenhereafter, including any review of the affairs of the BorrowerCompany or any Subsidiaries thereof, shall be deemed to constitute any representation or warranty by the Agent or to any Lender to any other or the Swing Line Lender. Each Lender represents and the Swing Line Lender repre- sents to the Agent that it has, independently and without reliance upon the Agent or any other Lender or the Swing Line Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal evaluation of and investigation into the business, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower Company and the value of the Collateral its Subsidiaries and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender and the Swing Line Lender also represents that it will, independently and without reliance upon the Agent or any other Lender or the Swing Line Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals evaluations and decisions in taking or not taking action under this Agreement and or any of the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower Company and its Subsidiaries. Each Lender and the value Swing Line Lender acknowledges that a copy of this Agreement and all exhibits and schedules hereto has been made available to it and its individual legal counsel for review, and each Lender and the Collateral Swing Line Lender acknowledges that it is satisfied with the form and other Properties substance of this Agreement and the Borrowerexhibits and schedules hereto. Except for notices, reports and other documents expressly required to be furnished to the Lenders and the Swing Line Lender by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, propertyProperty, condition (financial and otherwise), other condition or creditworthiness of the Borrower Company or the value of the Collateral or other Properties of the Borrower its Subsidiaries which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender and the Issuing Bank expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or to any Lender to any other Lenderor the Issuing Bank. Each Lender and the Issuing Bank represents to the Agent that it has, independently and without reliance upon the Agent or any other LenderLender or the Issuing Bank, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender and the Issuing Bank also represents that it will, independently and without reliance upon the Agent or any other Lender or the Issuing Bank, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders and the Issuing Bank by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender or the Issuing Bank with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneysAgent-in-fact or affiliates Related Persons has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs or Property of the BorrowerBorrower and its Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender Agent-Related Person to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of the Borrower and any other Person (other than the value of Lender Group) party to a Loan Document, and all applicable bank regulatory laws relating to the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and any other Person (other than the value of the Collateral and other Properties of the BorrowerLender Group) party to a Loan Document. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Lender Group by the Agent hereunderAgent, the no Agent shall not have any duty or responsibility to provide any member of the Lender Group with any credit or other information concerning the business, prospects, operations, propertyProperty, condition (financial and otherwise), other condition or creditworthiness of the Borrower or the value of the Collateral or and any other Properties of the Borrower which Person party to a Loan Document that may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneysthe Agent-in-fact or affiliatesRelated Persons.
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Non-Reliance on Agent and Other Lenders. Each Lender and Issuing Bank expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates the Joint Lead Arrangers has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender the Joint Lead Arrangers hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or the Joint Lead Arrangers to any Lender or each Issuing Bank as to any other Lendermatter, including whether the Agent or the Joint Lead Arrangers have disclosed material information in their (or their Related Parties’) possession. Each Lender and each Issuing Bank represents to the Agent and the Joint Lead Arrangers that it has, independently and without reliance upon the Agent Agent, the Joint Lead Arrangers, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender and each Issuing Bank also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, the Joint Lead Arrangers, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Loan Parties. Each Lender and each Issuing Bank represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or Issuing Bank for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or Issuing Bank, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each Issuing Bank agrees not to assert a claim in contravention of the foregoing. Each Lender and each Issuing Bank represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such Issuing Bank, and either it, or the value of the Collateral Person exercising discretion in making its decision to make, acquire and/or hold such 123 commercial loans or to provide such other Properties of the Borrower which may come into the possession of the Agent facilities, is experienced in making, acquiring or any of its officers, directors, employees, agents, attorneys-in-fact holding such commercial loans or affiliatesproviding such other facilities.
Appears in 1 contract
Samples: Revolving Credit Agreement (Nextera Energy Partners, Lp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent agrees that it has, independently and without reliance upon the Agent or any other Lender, Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents acknowledges and agrees that it will, independently and without reliance upon the Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerDocument or any related agreement or any document furnished hereunder or thereunder. Except for notices, reports reports, and other documents and information expressly required to be furnished to the Lenders by the Agent hereunderhereunder and for other information in the Agent’s possession which has been requested by a Lender and for which such Lxxxxx pays the Agent’s expenses in connection therewith, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessaffairs, operations, property, condition (financial and otherwise)condition, or creditworthiness business of the Borrower any Loan Party or the value any of the Collateral or other Properties of the Borrower which its Affiliates that may come into the possession of the Agent or any of its officersAffiliates. Each Lender represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and certain other facilities set forth herein and (ii) it is entering into this Agreement as a Lender for the purpose of making, directorsacquiring or holding commercial loans set forth herein as may be applicable to such Lender, employeesand not for the purpose of purchasing, acquiring or holding any other type of 106 financial instrument, and each Lxxxxx agrees not to assert a claim in contravention of the foregoing. Each Lender represents and warrants that it is sophisticated with respect to decisions to make, acquire or hold commercial loans, as may be applicable to such Lender, and either it, or the Person exercising discretion in making its decision to make, acquire or hold such commercial loans, is experienced in making, acquiring or holding such commercial loans.
(a) The Agent may perform any and all of its duties and exercise its rights and powers hereunder or under any other Loan Document by or through any one or more sub-agents appointed by the Agent. The Agent and any such sub-agent may perform any and all of its duties and exercise its rights and powers by or through their respective Related Parties. The exculpatory provisions of this Article shall apply to any such sub-agent and to the Related Parties of the Agent and any such sub-agent, and shall apply to their respective activities in connection with the syndication of the Term Loans as well as activities as Agent. The Agent shall not be responsible for the negligence or misconduct of any sub-agents except to the extent that a court of competent jurisdiction determines in a final and nonappealable judgment that the Agent acted with gross negligence or willful misconduct in the selection of such sub-agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Loan Agreement (TerrAscend Corp.)
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the any Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of each Parent and the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Parents and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderhereunder or furnished to the Agent for the account of, or with a counterpart or copy for, each Lender, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of either Parent, the Borrower or the value of the Collateral or other Properties of the Borrower any Subsidiary which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-in- fact or affiliatesAffiliates.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Administrative Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact attorneys‑in‑fact or affiliates has have made any representation representations or warranty warranties to such Lender it and that no act by the Administrative Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrower and its Subsidiaries or any affiliate of the Borrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Lender to any other Lender. Each Lender represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral its Subsidiaries and other Properties of the Borrower their affiliates and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and the value of the Collateral and other Properties of the Borrowertheir affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereunder, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower and its Subsidiaries or the value of the Collateral or other Properties any affiliate of the Borrower which and its Subsidiaries that may come into the possession of the Administration Agent or any of its officers, directors, employees, agents, attorneys-in-fact attorneys‑in‑fact or affiliates.
Appears in 1 contract
Samples: Term Loan, Revolving Credit, Guarantee and Security Agreement (Mississippi Chemical Corp /MS/)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender Agent, nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other LenderAgent. Each Lender represents and warrants to the Agent that it has, independently and without reliance upon the Agent or any other Lender, Lender and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (prospects, financial and otherwise) other conditions and creditworthiness of the Borrower Borrower, the other Borg-Warner Entities and the value of the Collateral Affected Assets and other Properties of the Borrower and has made its own decision to enter decisixx xx xxxxx into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documentsany Transaction Document, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (prospects, financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerBorg-Warner Entities. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the The Agent shall not have any duty or responsibility to provide responsibxxxxx xx xxovide any Lender with any credit or other information concerning the business, operations, property, condition (prospects, financial and otherwise), other condition or creditworthiness of the Borrower or the value of the Collateral or any other Properties of the Borrower Person which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesaffiliates other than the Periodic Reports provided by the Borrower or the Collection Agent, information received by the Agent pursuant to Section 6.1(a) or 6.1(b) and such additional information as a Lender may reasonably request and which the Agent has obtained on any inspection conducted under Section 6.1(e).
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender and [the]each L/C Issuer expressly acknowledges that neither none of the Agent, the FILO Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Arranger has made any representation or warranty to such Lender it, and that no act by the Agent, the FILO Agent or any other Lender Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent, the FILO Agent or any Lender Arranger to any other LenderLender or each L/C Issuer as to any matter, including whether the Agent, the FILO Agent or any Arranger have disclosed material information in their (or their Related Parties’) possession. Each Lender and each L/C Issuer represents to the Agent, the FILO Agent and the Arrangers that it has, independently and without reliance upon the Agent Agent[ or], the FILO Agent, the Arrangers, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis [and]of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and the L/C Issuer also represents acknowledges that it will, independently and without reliance upon the Agent, the FILO Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerLoan Parties. Except for noticesas provided in Section [0]9.12, reports and other documents expressly required to be furnished to the Lenders by [the]neither the Agent hereunder, nor the FILO Agent shall not have any duty or responsibility to provide any Lender Credit Party with any other credit or other information concerning the businessaffairs, operations, property, financial condition (financial and otherwise), or creditworthiness business of the Borrower or the value of the Collateral or other Properties of the Borrower which any Loan Party that may come into the possession of the Agent or the FILO Agent, as applicable. Each Lender and each L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each L/C Issuer agrees not to assert a claim in contravention of the foregoing. Each Lender and each L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such L/C Issuer, and either it, or the Person exercising discretion in making its officersdecision to make, directorsacquire and/or hold such commercial loans or to provide such other facilities, employeesis experienced in making, agents, attorneys-in-fact acquiring or affiliatesholding such commercial loans or providing such other facilities.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender and L/C Issuer expressly acknowledges acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Agent has not made any representation or warranty to such Lender it, and that no act by act by the Agent or any other Lender hereafter taken, including any review consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party or any Affiliate thereof, shall shall be deemed to constitute any any representation or warranty by the Agent or to any Lender or L/C Issuer as to any other Lendermatter, including whether the Agent has disclosed material information in its (or its Related Parties’) possession. Each Lender and L/C Issuer represents to the Agent Agent that it has, independently and without without reliance upon the Agent Agent, any other Lender or any other Lender, of their Related Parties and based on such such documents and and information as it has deemed appropriate, made its own appraisal of credit analysis of, appraisal of, and investigation into investigation into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of made its own decision to enter into this Agreement and to extend credit to the Borrower and has made its own decision to enter into this Agreementhereunder. Each Lender Lender and L/C Issuer also represents acknowledges that it will, independently and without reliance upon the Agent or the Agent, any other Lender or any of their Related Parties and based on such such documents and information information as it shall from time to time deem appropriate at the timeappropriate, continue to make its its own credit analysisanalysis, appraisals and decisions in taking or not taking action under this Agreement and the or based upon this Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to to the business, prospects, operations, property, condition (financial and otherwiseother condition and creditworthiness of the Loan Parties. Each Lender and L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and creditworthiness (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and L/C Issuer agrees not to assert a claim in contravention of the Borrower foregoing. Each Lender and L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or L/C Issuer, and either it, or the value of the Collateral and other Properties of the Borrower. Except for noticesPerson exercising discretion in making its decision to make, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility acquire and/or hold such commercial loans or to provide any Lender with any credit such other facilities, is experienced in making, acquiring or holding such commercial loans or providing such other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.facilities.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender (and Qualified Counterparty) expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneysAgent-in-fact or affiliates Related Persons has made any representation representations or warranty warranties to such Lender it and that no act by the any Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower or any Affiliate of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Agent-Related Person to any Lender to any other Lender(or Qualified Counterparty). Each Lender hereby (and by entering into an agreement with respect to Cash Management Obligations, each Qualified Counterparty) represents and warrants to each Agent that: (i) the Agent that Loan Documents set forth the terms of a commercial lending facility, (ii) in participating as a Lender, it is engaged in making, acquiring or holding commercial loans and in providing other facilities set forth herein as may be applicable to such Lender, in each case in the ordinary course of business, and not for the purpose of investing in the general performance or operations of the Borrower or any of its Affiliates, or for the purpose of purchasing, acquiring or holding any other type of financial instrument such as a security (and each Lender agrees not to assert a claim in contravention of the foregoing, such as a claim under the federal or state securities laws), (iii) it has, independently and without reliance upon the Agent or any Agent-Related Person, any Arranger, any other Lender, or any Related Parties of any of the foregoing, and based on such due diligence, documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral its Affiliates and other Properties of the Borrower and has made its own decision to make, acquire or hold its Loans hereunder and enter into this Agreement, and (iv) it is sophisticated with respect to decisions to make, acquire or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender, and either it, or the Person exercising discretion in making its decision to make, acquire or hold such commercial loans or to provide such other facilities, is experienced in making, acquiring or holding such commercial loans or providing such other facilities. Each Lender also represents (and by entering into an agreement with respect to Cash Management Obligations, each Qualified Counterparty) that it will, independently and without reliance upon the Agent any Agent-Related Person, any Arranger or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, US-DOCS\148017393.28 appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrowerits Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the any Agent hereunder, the no Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties any Affiliate of the Borrower which that may come into the possession of the such Agent or any its Agent-Related Persons. In performing its functions and duties hereunder and under the other Loan Documents, each Agent is acting solely on behalf of the Lenders (except in limited circumstances expressly provided for herein relating to the maintenance of the Register, as it is related to the Administrative Agent), and its officers, directors, employees, agents, attorneys-in-fact duties are entirely mechanical and administrative in nature. The motivations of the Agents are commercial in nature and not to invest in the general performance or affiliatesoperations of the Borrower or its Affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Supplemental Credit Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Supplemental Credit Lender. Each Supplemental Credit Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Supplemental Credit Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Tranche A Supplemental Term Loans and Tranche B Term Loans hereunder and enter into this Credit Agreement. Each Supplemental Credit Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Supplemental Credit Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the Supplemental Credit Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Supplemental Credit Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Chattem Inc)
Non-Reliance on Agent and Other Lenders. Each Supplemental Credit Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Supplemental Credit Lender. Each Supplemental Credit Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Supplemental Credit Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Tranche A Term Loans and Tranche B Term Loans hereunder and enter into this Credit Agreement. Each Supplemental Credit Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Supplemental Credit Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the Supplemental Credit Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Supplemental Credit Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Chattem Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrower or any of the Guarantors, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the Guarantors and the value of the Collateral and other Properties of the Borrower Borrower, any of the Guarantors or any other Person and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower, any of the Guarantors or any other Person. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower Borrower, and the Guarantors or the value of the Collateral or other Properties of the Borrower Borrower, any of the Guarantors or any other Person which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender Agent, NationsBanc Xxxxxxxxxx Securities, Inc. ("NMSI") nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent Agent, NMSI or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender NMSI to any other Lender. Each Lender represents to the Agent and NMSI that it has, independently and without reliance upon the Agent or NMSI or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent Agent, NMSI or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and Credit Parties. The Agent shall promptly provide to the value Lenders (a) copies of the Collateral all notices of Defaults or Events of Default or other notices received in accordance with Section 11.1, (b) copies of all financial statements, certificates and other information sent to it by the Borrower pursuant to Article 7, (c) any written information it receives regarding the unsecured debt rating of Highwoods Properties of and (d) such other documents or notices received by the BorrowerAgent pursuant to this Agreement and requested in writing by a Lender. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent and NMSI shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent Agent, NMSI or any of its their officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor Agent, the Collateral Agent, any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent Agent, the Collateral Agent, or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrowers, shall be deemed to constitute any representation or warranty by the Agent Agent, the Collateral Agent, or any Lender to any other Lender. Each Lender represents to the Agent and the Collateral Agent that it has, independently and without reliance upon the Agent Agent, the Collateral Agent, or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrower Borrowers and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or the Collateral Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the BorrowerBorrowers. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent or the Collateral Agent hereunder, neither the Agent nor the Collateral Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower Borrowers or the value of the Collateral or other Properties of the Borrower Borrowers which may come into the possession of the Agent, the Collateral Agent or any of its their respective officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (KCS Energy Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates the Arranger has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender the Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the BorrowerBorrower of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or the Arranger to any Lender as to any other Lendermatter, including whether the Agent or the Arranger have disclosed material information in their (or their Related Parties’) possession. Each Lender represents to the Agent and the Arranger that it has, independently and without reliance upon the Agent Agent, the Arranger, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, and all applicable bank or other regulatory laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender and [also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, the Arranger, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Borrower. Each Xxxxxx represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender agrees not to assert a claim in contravention of the foregoing. Each Lender represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender, and either it, or the value of the Collateral Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other Properties of the Borrower which may come into the possession of the Agent facilities, is experienced in making, acquiring or any of its officers, directors, employees, agents, attorneys-in-fact holding such commercial loans or affiliatesproviding such other facilities.
Appears in 1 contract
Samples: Credit Agreement (Td Synnex Corp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact fact, Subsidiaries or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the Borrowerany Credit Party or any of its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral their respective Subsidiaries and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this AgreementAgreement and the Credit Documents. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and Agreement, the other Loan Credit Documents, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrowertheir respective Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderhereunder or by the other Credit Documents, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)other conditions, prospects or creditworthiness of the Borrower any Credit Party or the value any of the Collateral or other Properties of the Borrower its Subsidiaries which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact fact, Subsidiaries or affiliatesAffiliates. Neither the Agent nor any Lender shall be deemed to be a fiduciary or have any fiduciary duty to any other Lender or Credit Party.
Appears in 1 contract
Samples: Intercreditor and Subordination Agreement (Frederick's of Hollywood Group Inc /Ny/)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-attorneys in fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the any Agent or any other Lender hereafter taken, including including, without limitation, any review of the affairs of the Borrower, or any affiliate of Borrower or Sanmina-SCI Corporation shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, Sanmina-SCI Corporation and the value of the Collateral their affiliates and other Properties of the Borrower and has made its own decision to make its purchases hereunder and enter into this AgreementAgreement and the other Program Documents to which it is a party or by which it is bound. Each Lender also represents and covenants that it will, independently and without reliance upon the Agent Agent, any of their officers, directors, employees, agents, attorneys in fact or affiliates or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Program Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, Servicer, Sanmina-SCI Corporation and the value of the Collateral and other Properties of the Borrowertheir respective affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any no duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower Borrower, or the value any affiliate of the Collateral any of them or other Properties of the Borrower which Sanmina-SCI Corporation that may come into the possession of the Agent or any of its respective officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither the no Agent nor any other Lender nor any of their its respective officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the such Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerParent, the Company, or any Subsidiary Guarantor, shall be deemed to constitute any representation or warranty by the such Agent or any Lender to any other Lender. Each Lender represents to the each Agent that it has, independently and without reliance upon the such Agent or any other LenderLender or their respective counsel, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Parent, the Company, or any Subsidiary Guarantor and the value of the Collateral and other Properties of the Borrower and has made its own decision to extend credit hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the any Agent or any other Lender or their respective counsel, and based on such documents documents, information and information legal advice (including, without limitation, advice of regulatory counsel to it) as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in entering into the Credit Documents and taking or not taking action under this Agreement and the other Loan Documentsthereunder, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and Parent, the value of the Collateral and other Properties of the BorrowerCompany, or any Subsidiary Guarantor. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the an Agent hereunder, the such Agent shall not have any duty or responsibility to provide any Lender with any legal advice or credit or other information concerning the business, operations, property, condition (financial and otherwise), other condition or creditworthiness of the Borrower Parent, the Company, or the value of the Collateral or other Properties of the Borrower any Subsidiary Guarantor which may come into the possession of the such Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Samples: Revolving Credit Agreement (Countrywide Credit Industries Inc)
Non-Reliance on Agent and Other Lenders. Each Lender and each Issuing Bank expressly acknowledges that neither none of the Agent Agent, the Co-Sustainability Coordinators nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Joint Lead Arranger has made any representation or warranty to such Lender it, and that no act by the Agent Agent, any Co-Sustainability Coordinator or any other Lender Joint Lead Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent Agent, any Co-Sustainability Coordinator or any Lender Joint Lead Arranger to any other LenderLender or Issuing Bank as to any matter, including whether the Agent, any Co-Sustainability Coordinator or the Joint Lead Arrangers have disclosed material information in their (or their Related Parties’) possession. Each Lender and each Issuing Bank represents to the Agent Agent, the Co- Sustainability Coordinators and each Joint Lead Arranger that it has, independently and without reliance upon the Agent Agent, the Co-Sustainability Coordinators, any Joint Lead Arranger, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Revolving Credit Agreement (Gap Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents docu ments and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Working Capital Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Working Capital Lender. Each Working Capital Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Working Capital Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Working Capital Revolving Loans hereunder and enter into this Credit Agreement. Each Working Capital Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Working Capital Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the Working Capital Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Working Capital Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Chattem Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Administrative Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has have made any representation representations or warranty warranties to such Lender it and that no act by the Administrative Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrower and its Subsidiaries or any affiliate of the Borrower and its Subsidiaries, shall be deemed to constitute any representation or warranty by the Administrative Agent or any Lender to any other Lender. Each Lender represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral its Subsidiaries and other Properties of the Borrower their affiliates and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and the value of the Collateral and other Properties of the Borrowertheir affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Administrative Agent hereunder, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower and its Subsidiaries or the value of the Collateral or other Properties any affiliate of the Borrower which and its Subsidiaries that may come into the possession of the Administration Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Term Loan, Guarantee and Security Agreement (Terra Industries Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, counsel, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, any Subsidiary of the Borrower or any Affiliate of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, financial (and other) condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral its Subsidiaries, and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial (and other) condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrowerits Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderhereunder or under the other Loan Documents, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, financial (and other) condition (financial and otherwise), or creditworthiness of the Borrower or the value Subsidiaries of the Collateral Borrower or other Properties the Affiliates of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender and each Issuing Bank expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Joint Lead Arranger has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender Joint Lead Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or any Lender Joint Lead Arranger to any other LenderLender or Issuing Bank as to any matter, including whether the Agent or the Joint Lead Arrangers have disclosed material information in their (or their Related Parties’) possession. Each Lender and each Issuing Bank represents to the Agent and each Joint Lead Arranger that it has, independently and without reliance upon the Agent Agent, any Joint Lead Arranger, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and each Issuing Bank also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, the Joint Lead Arrangers, any other Lender 188 or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Loan Parties. Each Lender and each Issuing Bank represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or Issuing Bank for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or Issuing Bank, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and Issuing Bank agrees not to assert a claim in contravention of the foregoing. Each Lender and Issuing Bank represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such Issuing Bank, and either it, or the value of the Collateral Person exercising discretion in making its decision to make, acquire and/or hold such commercial loans or to provide such other Properties of the Borrower which may come into the possession of the Agent facilities, is experienced in making, acquiring or any of its officers, directors, employees, agents, attorneys-in-fact holding such commercial loans or affiliatesproviding such other facilities.
Appears in 1 contract
Samples: Revolving Credit Agreement (Gap Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneysAgent-in-fact or affiliates Related Persons has made any representation or warranty to such Lender it, and that no act by the any Agent or any other Lender hereafter hereinafter taken, including any review of the affairs or Property of the BorrowerObligors and their Subsidiaries or Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender Agent-Related Person to any other Lender. Each Lender represents to the each Agent that it has, independently and without reliance upon the Agent or any other Lender, Agent-Related Person and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, prospects, operations, propertyProperty, condition (financial and otherwise) other condition and creditworthiness of QSRD and its Subsidiaries, including the Borrower Borrower, and any other Person (other than the value of Lender Group) party to a Loan Document, and all applicable bank regulatory laws relating to the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to Borrower. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Agent-Related Person and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and any other Person (other than the value of the Collateral and other Properties of the BorrowerLender Group) party to a Loan Document. Except for notices, reports and other documents expressly herein required to be furnished to the Lenders Lender Group by the Agent hereunderan Agent, the no Agent shall not have any duty or responsibility to provide any member of the Lender Group with any credit or other information concerning the business, prospects, operations, propertyProperty, condition (financial and otherwise), other condition or creditworthiness of QSRD and its Subsidiaries, including the Borrower or Borrower, and any other Person (other than the value of the Collateral or other Properties of the Borrower which Lender Group) party to a Loan Document that may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneysthe Agent-in-fact or affiliatesRelated Persons.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender Agent, nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter taken, including including, without limitation, any review of the affairs of the Borrower, Borrower shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other LenderAgent. Each Lender represents and warrants to the Agent that it has, independently and without reliance upon the Agent or any other Lender, Lender and based on such documents and information as it has deemed appropriateappropriate (including the Loan Documents and related information), (I) made its own appraisal of and investigation into the business, operations, property, condition (prospects, financial and otherwise) other condition, creditworthiness and creditworthiness solvency of the Borrower Borrower, (II) satisfied itself as to the due execution, legality, validity, enforceability, genuineness, sufficiency and the value of any of the Loan Documents, the Collateral or any other instrument or document furnished pursuant to any Loan Document, (III) made its own determination as to the validity, effectiveness, perfection, value and other Properties adequacy of the Borrower Liens, and has (IV) made its own decision to enter into this Agreementacquire its Assigned Amount and Percentage Interest of the Loan. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documentshereunder, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (prospects, financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required pursuant to the Loan Documents to be furnished by the Agent to the Lenders (and which are, in fact, received by the Agent hereunderAgent), the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (prospects, financial and otherwise), other condition or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Borrower, which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Samples: Loan Agreement (Wells Real Estate Investment Trust Inc)
Non-Reliance on Agent and Other Lenders. Each Lender of the Lenders and the L/C Issuer expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates BAS has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender BAS hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the BorrowerBorrower or any Affiliate thereof, shall be deemed to CHAR1\1991350v2 constitute any representation or warranty by the Agent or BAS to any Lender or the L/C Issuer as to any other Lendermatter, including whether the Agent or BAS has disclosed material information in such Person’s (or its Related Parties’) possession. Each Lender of the Lenders and the L/C Issuer represents to the Agent and BAS that it has, independently and without reliance upon the Agent Agent, BAS, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and its Subsidiaries, and all applicable bank or other regulatory laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender of the Lenders and the L/C Issuer also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, BAS, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Loan Parties. Each of the Lenders and the L/C Issuer represents and warrants that (a) the Loan Documents set forth the terms of a commercial lending facility and (b) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or the value L/C Issuer, as applicable, for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or the L/C Issuer, as applicable, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each of the Collateral or other Properties Lenders and the L/C Issuer agrees not to assert a claim in contravention of the Borrower which may come into the possession foregoing. Each of the Agent Lenders and the L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or any of the L/C Issuer, as applicable, and either it, or the Person exercising discretion in making its officersdecision to make, directorsacquire and/or hold such commercial loans or to provide such other facilities, employeesis experienced in making, agents, attorneys-in-fact acquiring or affiliatesholding such commercial loans or providing such other facilities.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender Agent, NationsBanc Capital Markets, Inc. ("NCMI") nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it other than as set forth in this Credit Agreement and that no act by the Agent Agent, NCMI or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender NCMI to any other Lender. Each Lender represents to the Agent and NCMI that it has, independently and without reliance upon the Agent or NCMI or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent Agent, NCMI or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent and NCMI shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent Agent, NCMI or any of its their officers, directors, employees, agents, attorneys-in-fact or affiliates; provided, however, the Agent shall provide the Lenders with copies of the Credit Documents, the conditions precedent identified in Sections 5.1 and 5.2 and such other information reasonably requested by a Lender; provided, further however, the Agent shall not be required to provide the Lenders with a copy of the Fee Letter and shall not be required to generate any additional information not supplied to the Agent by the Borrower or any other Credit Party.
Appears in 1 contract
Samples: Credit Agreement (Integrated Living Communities Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of either of the BorrowerBorrowers or any of the Guarantors, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the Guarantors and the value of the Collateral and other Properties of either of the Borrower Borrowers, any of the Guarantors or any other Person and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower Borrowers and the Guarantors and the value of the Collateral and other Properties of either of the BorrowerBorrowers, any of the Guarantors or any other Person. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower Borrowers and the Guarantors or the value of the Collateral or other Properties of either of the Borrower Borrowers, any of the Guarantors or any other Person which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender Agent, NationsBanc Capital Markets, Inc. ("NCMI") nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent Agent, NCMI or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender NCMI to any other Lender. Each Lender represents to the Agent and NCMI that it has, independently and without reliance upon the Agent or NCMI or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent Agent, NCMI or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent and NCMI shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent Agent, NCMI or any of its their officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Chic by H I S Inc)
Non-Reliance on Agent and Other Lenders. (a) Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the any Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own credit analysis and its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of Borrower, the Borrower Principal and the value of the Collateral their respective Affiliates and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender further acknowledges and agrees that no Lender or Agent has made any representation or warranty in connection with, and no Lender or Agent assumes any responsibility with respect to (i) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Loan Commitment Letter, the Tri-Party Agreement (as defined in the Loan Commitment Letter), this Agreement, any other Loan Document or any other instrument, document, material or information furnished in connection herewith or therewith, (ii) any statements, warranties or representations made in or in connection with the Loan Commitment Letter, the Tri-Party Agreement, this Agreement, any other Loan Documents or any other instrument, document, material or information furnished in connection herewith or therewith, or (iii) the solvency, financial condition, financial statements or projections of the Borrower, the Principal or any other Person or the performance or observance by the Borrower, the Principal or any other Person of any of its obligations under the Loan Commitment Letter, the Tri-Party Agreement, this Agreement, any other Loan Document, or any other instrument, document, material or information furnished in connection herewith and therewith. Each Lender also represents acknowledges that it will, independently and without reliance upon the any Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation appraisals and investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Principal, the Borrower and their respective Affiliates, in taking or not taking any action under any Loan Document or otherwise in connection with the value Loan. Each Agent agrees promptly to furnish to each Lender copies of all financial statements and other certificates, reports, papers, documents and Notices received by it under the Loan Documents in its capacity as Agent; provided that if any Loan Document shall provide for copies of any of the Collateral foregoing to be furnished both to the Syndication Agent and to any other Agent or Agents, then only such other Agent(s), and not the Syndication Agent, shall be required to furnish the same to the Lenders. Except as otherwise provided in the immediately preceding sentence and except for financial statements and other Properties of the Borrower. Except for noticescertificates, reports reports, papers, documents and other documents Notices, if any, expressly required to be furnished to the Lenders by the any Agent hereunder, the no Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of Borrower, the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent Principal or any of their Affiliates.
(a) For purposes of determining compliance with the conditions specified in Article III hereof, with respect to each Loan Advance requested by the Borrower in accordance with the terms hereof, each Lender that has executed this Agreement or that becomes a Lender after the Closing Date shall be deemed, by execution of this Agreement or by so becoming a Lender, as the case may be, to have consented to, approved, accepted and be satisfied with each document or other matter required thereunder, if any, required to be consented to or approved by or acceptable or satisfactory to such Lender as a condition precedent to such Loan Advance, unless an officer of the Administrative Agent responsible for the transactions contemplated by the Loan Documents shall have received notice from such Lender prior to the applicable Borrowing Date specifying its officers, directors, employees, agents, attorneys-in-fact objection thereto and either such objection shall not have been withdrawn by notice to the Administrative Agent to that effect or affiliatessuch Lender shall not have made available to the Administrative Agent such Lender's ratable portion of such Loan Advance.
Appears in 1 contract
Samples: Loan Agreement (Las Vegas Sands Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly --------------------------------------- acknowledges that neither each of the Agent nor any other Lender nor any of their respective and its officers, directors, employees, agents, attorneys-in-fact or affiliates has not made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party or any of their respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties or their respective Affiliates and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties and the value of the Collateral and other Properties of the Borrowertheir respective Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower Borrower, the other Credit Parties or the value any of the Collateral or other Properties of the Borrower their respective Affiliates which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender and L/C Issuer expressly acknowledges that neither the Agent nor any other Lender nor none of Agent, L/C Issuer, or any of their respective officers, directors, employees, agents, attorneys-in-attorneys and other advisors, partners, attorneys in fact or affiliates has affiliates, have made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender L/C Issuer hereafter taken, including any review of the affairs of the Borrowera Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender L/C Issuer to any other Lender. Each Lender represents to the Agent and L/C Issuer that it has, independently and without reliance upon the Agent Agent, L/C Issuer or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into into, the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and the value of the Collateral their affiliates and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent Agent, L/C Issuer, or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and the value of the Collateral and other Properties of the Borrowertheir affiliates. Except for notices, reports and other documents expressly required to be furnished to the L/C Issuer or Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any L/C Issuer or Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower any Loan Party or the value any affiliate of the Collateral or other Properties of the Borrower which a Loan Party that may come into the possession of the Agent, Collateral Agent or any of its their respective officers, directors, employees, agents, attorneys-in-attorneys and other advisors, partners, attorneys in fact or affiliates. Each Lender and L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and certain other facilities set forth herein and (ii) it is engaged in making, acquiring or holding commercial loans, issuing or participating in letters of credit or providing other similar facilities in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans, issuing or participating in letters of credit and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and L/C Issuer agrees not to assert a claim in contravention of the foregoing. Each Lender and L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire or hold commercial loans, issue or participate in letters of credit and to provide other facilities set forth herein, as may be applicable to such Lender or L/C Issuer, and either it, or the Person exercising discretion in making its decision to make, acquire or hold such commercial loans, issue or participate in letters of credit or to provide such other facilities, is experienced in making, acquiring or holding such commercial loans, issue or participate in letters of credit or providing such other facilities.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the BorrowerBorrower and/or the Co-Borrowers, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and/or the Co-Borrowers and the value of the Collateral and other Properties of the Borrower and/or the Co-Borrowers and has made its own decision to enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and/or the Co-Borrowers and the value of the Collateral and other Properties of the BorrowerBorrower and/or the Co-Borrowers. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness of the Borrower and/or the Co-Borrowers or the value of the Collateral or other Properties of the Borrower and/or the Co-Borrowers which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
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Non-Reliance on Agent and Other Lenders. Each Supplemental Credit Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Supplemental Credit Lender. Each Supplemental Credit Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Supplemental Credit Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Credit Parties and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Term Loans hereunder and enter into this Credit Agreement. Each Supplemental Credit Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Supplemental Credit Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerCredit Parties. Except for notices, reports and other documents expressly required to be furnished to the Supplemental Credit Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Supplemental Credit Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Credit Parties which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Chattem Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither each of the Agent nor any other Lender nor any of their respective and its officers, directors, employees, agentsAgents, attorneys-in-fact or affiliates has not made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party or any of their respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties or their respective Affiliates and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties and the value of the Collateral and other Properties of the Borrowertheir respective Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower Borrower, the other Credit Parties or the value any of the Collateral or other Properties of the Borrower their respective Affiliates which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Credit Agreement (Access Worldwide Communications Inc)
Non-Reliance on Agent and Other Lenders. Each Lender and theeach L/C Issuer expressly acknowledges that neither none of the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates Arranger has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender Arranger hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the Borrowerany Loan Party of any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or any Lender Arranger to any other LenderLender or each L/C Issuer as to any matter, including whether the Agent or any Arranger have disclosed material information in their (or their Related Parties’) possession. Each Lender and each L/C Issuer represents to the Agent and the Arrangers that it has, independently and without reliance upon the Agent or, the Arrangers, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis andof, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and their Subsidiaries, and all applicable bank or other regulatory Laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrowers hereunder. Each Lender and the L/C Issuer also represents acknowledges that it will, independently and without reliance upon the Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the BorrowerLoan Parties. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderas provided in Section 9.12, the Agent shall not have any duty or responsibility to provide any Lender Credit Party with any other credit or other information concerning the businessaffairs, operations, property, financial condition (financial and otherwise), or creditworthiness business of the Borrower or the value of the Collateral or other Properties of the Borrower which any Loan Party that may come into the possession of the Agent Agent. Each Lender and each L/C Issuer represents and warrants that (i) the Loan Documents set forth the terms of a commercial lending facility and (ii) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or L/C Issuer for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or L/C Issuer, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each Lender and each L/C Issuer agrees not to assert a claim in contravention of the foregoing. Each Lender and each L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or such L/C Issuer, and either it, or the Person exercising discretion in making its officersdecision to make, directorsacquire and/or hold such commercial loans or to provide such other facilities, employeesis experienced in making, agents, attorneys-in-fact acquiring or affiliatesholding such commercial loans or providing such other facilities.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor none of Agent, Arranger, Term Representative or any of their respective officers, directors, employees, agents, attorneys-in-attorneys and other advisors, partners, attorneys in fact or affiliates has have made any representation representations or warranty warranties to such Lender it and that no act by the Agent Agent, Arranger or any other Lender Term Representative hereafter taken, including any review of the affairs of the Borrowera Loan Party or any affiliate of a Loan Party, shall be deemed to constitute any representation or warranty by the Agent Agent, Arranger or any Lender Term Representative to any other Lender. Each Lender represents to the Agent Agent, Arranger and Term Representative that it has, independently and without reliance upon the Agent Agent, Arranger, Term Representative or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into into, the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and the value of the Collateral their affiliates and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents to Agent, Arranger and Term Representative that it will, independently and without reliance upon the Agent Agent, Arranger or Term Representative or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Loan Parties and the value of the Collateral and other Properties of the Borrowertheir affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent Agent, Arranger or Term Representative hereunder, the Agent shall not and none Agent, Arranger or Term Representative have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower any Loan Party or the value any affiliate of the Collateral or other Properties of the Borrower which a Loan Party that may come into the possession of the Agent Agent, Arranger, Term Representative or any of its their respective officers, directors, employees, agents, attorneys-in-attorneys and other advisors, partners, attorneys in fact or affiliates.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such any Lender and that no act by Agent in the Agent or any other Lender hereafter future taken, including any review of the affairs of the BorrowerBorrowers, shall will be deemed to constitute any representation or of warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it the Lender has, independently and without reliance upon the on Agent or any other Lender, and based on such documents and information as it the Lender has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrowers and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans under this Agreement and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the on Agent or any other Lender Lender, and based on such documents and information as it shall deem each Lender deems appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of Borrowers. Notwithstanding the foregoing in this Section 12.6, Agent will (i) promptly provide each Lender with copies of (a) each audit report of an auditor of Agent, (b) any reconciliations of a Borrower's Receivables, Inventory, or payables requested by a Lender that are in Agent's possession and (c) each report, certificate, notice or other document delivered to Agent by Borrower pursuant to Section 8 or Section 10 and requested by a Lender, and (ii) make available, on a Lender's request, the value applicable working papers of Agent's auditors (to the Collateral and other Properties of the Borrowerextent available) for inspection at Agent's office at 000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxx. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunderunder this Agreement, the Agent shall will not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower Borrowers which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
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Non-Reliance on Agent and Other Lenders. Each Lender of the Lenders and the L/C Issuer expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates BAS has made any representation or warranty to such Lender it, and that no act by the Agent or any other Lender BAS hereafter taken, including any consent to, and acceptance of any assignment or review of the affairs of the BorrowerBorrower or any Affiliate thereof, shall be deemed to constitute any representation or warranty by the Agent or BAS to any Lender or the L/C Issuer as to any other Lendermatter, including whether the Agent or BAS has disclosed material information in such Person’s (or its Related Parties’) possession. Each Lender of the Lenders and the L/C Issuer represents to the Agent and BAS that it has, independently and without reliance upon the Agent Agent, BAS, any other Lender or any other Lender, of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis of, appraisal of of, and investigation into into, the business, prospects, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and its Subsidiaries, and all applicable bank or other regulatory laws relating to the value of the Collateral transactions contemplated hereby, and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and to extend credit to the Borrower hereunder. Each Lender of the Lenders and the L/C Issuer also represents acknowledges that it will, independently and without reliance upon the Agent or Agent, BAS, any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement and the Agreement, any other Loan DocumentsDocument or any related agreement or any document furnished hereunder or thereunder, and to make such investigation investigations as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the businessprospects, operations, property, condition (financial and otherwise), or other condition and creditworthiness of the Borrower Loan Parties. Each of the Lenders and the L/C Issuer represents and warrants that (a) the Loan Documents set forth the terms of a commercial lending facility and (b) it is engaged in making, acquiring or holding commercial loans in the ordinary course and is entering into this Agreement as a Lender or the value L/C Issuer, as applicable, for the purpose of making, acquiring or holding commercial loans and providing other facilities set forth herein as may be applicable to such Lender or the L/C Issuer, as applicable, and not for the purpose of purchasing, acquiring or holding any other type of financial instrument, and each of the Collateral or other Properties Lenders and the L/C Issuer agrees not to assert a claim in contravention of the Borrower which may come into the possession foregoing. Each of the Agent Lenders and the L/C Issuer represents and warrants that it is sophisticated with respect to decisions to make, acquire and/or hold commercial loans and to provide other facilities set forth herein, as may be applicable to such Lender or any of the L/C Issuer, as applicable, and either it, or the Person exercising discretion in making its officersdecision to make, directorsacquire and/or hold such commercial loans or to provide such other facilities, employeesis experienced in making, agents, attorneys-in-fact acquiring or affiliatesholding such commercial loans or providing such other facilities.
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Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent Agents or any other Lender, Lender and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents acknowledges that it will, independently and without reliance upon the Agent Agents or any other Lender and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement or any other Loan Document, any related agreement or any document furnished hereunder or thereunder. Notwithstanding any other provision of this Agreement or any provision of any other Loan Document, each of the Joint Lead Arrangers and the Joint Bookrunners, the Syndication Agents, the Documentation Agents, the Senior Co-Managers and the Co-Managers are named as such for recognition purposes only, and in their respective capacities as such shall have no duties, responsibilities or liabilities with respect to this Agreement or any other Loan Document; it being understood and agreed that each of the Joint Lead Arrangers and the Joint Bookrunners, the Syndication Agents, the Documentation Agents, the Senior Co-Managers and the Co-Managers shall be entitled to all indemnification and reimbursement rights in favor of the Agents provided herein and in the other Loan Documents. Without limitation of the foregoing, none of the Joint Lead Arrangers, the Joint Bookrunners, the Syndication Agents, the Documentation Agents, the Senior Co-Managers or the Co-Managers in their respective capacities as such shall, by reason of this Agreement or any other Loan Document, have any fiduciary relationship in respect of any Lender, Loan Party or any other Person. If at any time any Lender serving as an Agent becomes a Defaulting Lender, or an Affiliate of a Defaulting Lender is serving as an Agent, and such Defaulting Lender fails to make cure all defaults that caused it to become a Defaulting Lender, and cease being a Defaulting Lender or an Affiliate of a Defaulting Lender, within ten Business Days from the date it became a Defaulting Lender, then the Required Lenders may, but shall not be required to, direct such investigation Agent to resign as it deems necessary to inform itself Agent (including, without limitation, any functions and duties as to Administrative Agent, Collateral Agent and/or as Issuing Lender, as the businesscase may be), operations, property, condition (financial and otherwise) and creditworthiness upon the direction of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for noticesRequired Lenders, reports and other documents expressly as applicable, such Agent shall be required to be furnished to so resign, in accordance with the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness sixth paragraph of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesthis Article 9.
Appears in 1 contract
Samples: Credit Agreement (Harsco Corp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders by Agent hereunder or by the Agent hereunderother Loan Documents, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), other condition or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates. Notwithstanding anything contained in the preceding sentence to the contrary, Agent agrees to promptly provide Lenders with (i) copies of all financial statements, reports and certificates delivered by Borrower to Agent hereunder, (ii) copies of all notices and other communications deemed by Agent to be material, relating to the transactions contemplated by this Agreement, that are sent or received by Agent, and (iii) any other information, financial or otherwise, deemed by Agent to be material, relating to Borrower's financial condition or ability to perform its obligations hereunder, furnished to, or obtained by, Agent hereunder.
Appears in 1 contract
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither each of the Agent nor any other Lender nor any of their respective and its officers, directors, employees, agents, attorneys-in-fact or affiliates has not made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrowerany Credit Party or any of their respective Affiliates, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties or their respective Affiliates and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower Borrower, the other Credit Parties and the value of the Collateral and other Properties of the Borrowertheir respective Affiliates. Except for notices, reports and other documents expressly required to be 75 57 furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower Borrower, the other Credit Parties or the value any of the Collateral or other Properties of the Borrower their respective Affiliates which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
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Non-Reliance on Agent and Other Lenders. Each Lender and the Issuing Bank expressly acknowledges that neither the Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter hereinafter taken, including any review of the affairs of the BorrowerBorrower and/or any of its Subsidiaries, shall be deemed to constitute any representation or warranty by the Agent or to any Lender to any other Lenderand the Issuing Bank. Each Lender and the Issuing Bank represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral its Subsidiaries and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender and the Issuing Bank also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrowerits Subsidiaries. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the Issuing Bank by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender or the Issuing Bank with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower and its Subsidiaries which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Samples: Senior Secured Credit Agreement (Special Metals Corp)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender nor any of their respective officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation or warranty to such Lender and that no act by the Agent or any other Lender hereafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent Agent, any other Lender or any other Lender, Person and based on such documents and information as it has deemed appropriate, made its own appraisal of credit analysis and investigation into the business, operations, property, condition (financial and otherwise) and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this Agreement. Each Lender also represents acknowledges that it will, independently and without reliance upon the Agent Agent, any other Lender or any other Lender Person and based on such documents and information as it shall from time to time deem appropriate at the timeappropriate, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under or based upon this Agreement Agreement, any other Credit Document or any related agreement or any document furnished hereunder or thereunder. Each of the Lenders hereby acknowledges that to the extent permitted by Applicable Laws, the Security and all rights and remedies provided under the other Loan DocumentsCredit Documents to the Lenders are for the benefit of the Lenders collectively and acting together and not severally and further acknowledges that its rights hereunder and under any Security are to be exercised not severally, but by the Agent upon the decision of the Lenders. Accordingly, notwithstanding any of the provisions contained herein or in any Security, each of the Lenders hereby covenants and agrees that it shall not be entitled to make take any action hereunder or thereunder including any declaration of Default or Event of Default hereunder or thereunder but that any such investigation action shall be taken only by the Agent with the prior written agreement of the Lenders. Each of the Lenders hereby further covenants and agrees that upon any such written agreement being given, it shall co-operate fully with the Agent to the extent requested by the Agent. Notwithstanding the foregoing, in the absence of instructions from the Lenders and where in the sole opinion of the Agent, acting reasonably and in good faith, the exigencies of the situation warrant such action, the Agent may without notice to or consent of the Lenders take such action on behalf of the Lenders as it deems necessary to inform itself as appropriate or desirable in the interest of the Lenders. Subject to the businessforegoing, operationsif any Obligor fails to perform any covenants on its part herein or under any Credit Document, propertythe Agent may, condition (financial and otherwise) and creditworthiness in its discretion but need not, perform any covenant capable of the Borrower and the value of the Collateral and other Properties of the Borrower. Except for notices, reports and other documents expressly required to be furnished to the Lenders being performed by the Agent hereunderand if the covenant requires the payment or expenditure of money, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and otherwise), or creditworthiness on behalf of the Borrower Lenders may make such payment or expenditure and all sums so expended shall be forthwith payable by the value Obligors to the Agent on behalf of the Collateral or other Properties of Lenders and shall bear interest at the Borrower which may come into the possession of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesrate set out in Section 6.
Appears in 1 contract
Samples: Loan Agreement
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Agent nor any other Lender Agent, nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Agent or any other Lender hereafter affiliate thereof hereinafter taken, including any review of the affairs of the Borrower, shall be deemed to constitute any representation or warranty by the Agent or any Lender to any other Lender. Each Lender represents to the Agent that it has, independently and without reliance upon the Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower and the value of the Collateral and other Properties of the Borrower and has made its own decision to make its Loans hereunder and enter into this Credit Agreement. Each Lender also represents that it will, independently and without reliance upon the Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan DocumentsCredit Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, condition (financial and otherwise) other conditions, prospects and creditworthiness of the Borrower. The Agent shall promptly provide to the Lenders (a) copies of all notices of Defaults or Events of Default it receives regarding the Borrower and (d) such other documents or notices received by the value of the Collateral Agent pursuant to this Agreement and other Properties of the Borrowerrequested in writing by a Lender. Except for notices, reports and other documents expressly required to be furnished to the Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, assets, property, condition (financial and otherwise)or other conditions, prospects or creditworthiness of the Borrower or the value of the Collateral or other Properties of the Borrower which may come into the possession of the Agent Agent, or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates.
Appears in 1 contract
Samples: Line of Credit Agreement (Cornerstone Realty Income Trust Inc)
Non-Reliance on Agent and Other Lenders. Each Lender expressly acknowledges that neither the Administrative Agent nor any other Lender nor any of their respective its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representation representations or warranty warranties to such Lender it and that no act by the Administrative Agent or any other Lender the Administrative Agent hereafter taken, including any review of the affairs of the Borrower, any Contingent Obligor, any trustee for any Designated Series, the RCCA Agent or the Lender Collateral Agent shall be deemed to constitute any representation or warranty by the Administrative Agent or any Lender to any other Lender. Each Lender represents to the Administrative Agent that it has, independently and without reliance upon the Administrative Agent or any other Lender, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the value and creditworthiness of the Borrower Collateral, the RCCA Collateral, the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower Borrower, the Spread Account Depositor, each Contingent Obligor, trustee of each Designated Series, the RCCA Agent or the Lender Collateral Agent and the value of the Collateral and other Properties of the Borrower and has made its own decision to enter into this AgreementAgreement and its Commitment and make Advances hereunder. Each Lender also represents that it will, independently and without reliance upon the Administrative Agent or any other Lender Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and any of the other Loan Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the value and creditworthiness of the Borrower Collateral, the RCCA Collateral, the business, operations, property, condition (financial and otherwise) other condition and creditworthiness of the Borrower and Borrower, the value Spread Account Depositor, each Contingent Obligor, trustee of each Designated Series, the RCCA Agent or the Lender Collateral and other Properties of the BorrowerAgent. Except for notices, reports and other documents expressly required to be furnished to the Lenders received by the Administrative Agent hereunderunder SECTION 5.01(a) or 5.01(b) hereof, the Administrative Agent shall not have any duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial and or otherwise), prospects or creditworthiness of the Borrower Borrower, the Spread Account Depositor, any Contingent Obligor, any trustee of any Designated Series, the RCCA Agent or the value of the Lender Collateral or other Properties of the Borrower Agent which may come into the possession of the Administrative Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.
Appears in 1 contract
Samples: Credit Agreement (Americredit Corp)
