Common use of Non-Reliance on Agent Clause in Contracts

Non-Reliance on Agent. The Lenders expressly acknowledge that neither any Note Agent, nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representations or warranties to it and that no act by a Note Agent hereafter taken, including, without limitation, any review of the affairs of the Borrower, the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian or the Backup Servicer, shall be deemed to constitute any representation or warranty by such Note Agent to any Lender. Each Lender represents to each Note Agent that it has, independently and without reliance upon any Note 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 and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer and the Borrower Collateral and made its own decision to purchase its interest in the Notes hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note 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 analysis, appraisals and decisions in taking or not taking action under any of the Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer and the Borrower Collateral. Except as expressly provided

Non-Reliance on Agent. The Lenders Each Lender expressly acknowledge acknowledges that neither any Note Agent, the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates has have made any representations or warranties to it and that no act by a Note the Agent hereafter hereinafter taken, including, without limitation, including any review of the affairs of the Borrower, the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian Company or the Backup Servicerany of its Subsidiaries, shall be deemed to constitute any representation or warranty by such Note the Agent to any Lender. Each Lender represents to each Note the Agent that it has, independently and without reliance upon any Note 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, financial and other condition condition, prospects and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer Company and the Borrower Collateral its Subsidiaries and made its own decision to purchase its interest in make the Notes Loans hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note 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 any of the Transaction Documentsthis Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, financial and other condition condition, prospects and creditworthiness of the BorrowerCompany and its Subsidiaries. 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, financial and other condition, prospects or creditworthiness of the SellerCompany or any of its Subsidiaries which may come into the possession of the Agent or any of its officers, CARdirectors, the Guarantoremployees, CCRTagents, the Servicer, the Custodian, the Backup Servicer and the Borrower Collateral. Except as expressly providedattorneys-in-fact or affiliates.

Non-Reliance on Agent. The Lenders Xxxxxx expressly acknowledge acknowledges that neither any Note Agent, Agent nor any of its respective officers, directors, employees, agents, advisors, attorneys-in-fact or affiliates has Affiliates have made any representations or warranties to it and that no act by a Note Agent hereafter taken, including, without limitation, including any review of the affairs of the Borrower, the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian a Borrower Party or the Backup Servicerany Affiliate of a Borrower Party, shall be deemed to constitute any representation or warranty by such Note Agent to any Lender. Each Lender Xxxxxx represents to each Note Agent that it has, independently and without reliance upon any Note Agent or any other LenderAgent, 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, financial and other condition and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer Borrower Parties and the Borrower Collateral their Affiliates and made its own decision to purchase its interest in make the Notes Loan hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note Agent or any other LenderAgent, 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 any of this Agreement and the Transaction 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 and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer Borrower Parties and the Borrower Collateraltheir Affiliates. Except as for notices, reports and other documents expressly providedrequired to be furnished to Lender by Agent hereunder, Agent shall not have any duty or responsibility to provide Lender with any credit or other information concerning the business, operations, property, condition (financial or otherwise), prospects or creditworthiness of any Borrower Party or any Affiliate of a Borrower Party that may come into the possession of Agent or any of its officers, directors, employees, agents, advisors, attorneys-in-fact or Affiliates.

Non-Reliance on Agent. The Lenders . Each Lender expressly acknowledge acknowledges that neither any Note Agent, the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representations or warranties to it and that no act by a Note the Agent hereafter taken, including, without limitation, including any review of the affairs of the any Borrower, the BorrowerBorrower Representative, any Guarantor, the Seller, CARProperty Manager, the Guarantor, CCRT, the Servicer, the Custodian Back-Up Manager or the Backup Servicer, any Sponsor shall be deemed to constitute any representation or warranty by such Note the Agent to any Lenderthe Lenders. Each Lender represents to each Note the Agent that it has, independently and without reliance upon any Note Agent or any other Lenderthe Agent, and based on such documents and information as it has deemed appropriate, made its own appraisal of and an investigation into the business, operations, property, financial and other condition and creditworthiness of the BorrowerBorrowers, the SellerBorrower Representative, CARany Guarantor, the Guarantor, CCRTProperty Manager, the Servicer, the Custodian, the Backup Servicer Back-Up Manager and any Sponsor and the Borrower Collateral and made its own decision to purchase make its interest in the Notes Commitment hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note Agent or any other Lenderthe Agent, and based on such documents and information as it shall deem appropriate at the time, continue to make its own analysis, appraisals and decisions in taking or not taking action under any of the Transaction Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrowers, the Borrower Representative, any Guarantor, the Property Manager, the Back-Up Manager and any Sponsor and the Collateral. Except for notices, reports and other documents received by the Agent hereunder, the Agent shall have no duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial or otherwise), prospects or creditworthiness of any Borrower, the SellerBorrower Representative, CARany Guarantor, the Guarantor, CCRTProperty Manager, the ServicerBack-Up Manager, the CustodianSponsor or the Collateral which may come into the possession of the Agent or any of its officers, the Backup Servicer and the Borrower Collateral. Except as expressly provideddirectors, employees, agents, attorneys-in-fact or affiliates.

Non-Reliance on Agent. The Lenders expressly acknowledge that neither any Note Agent, nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representations or warranties to it and that no act by a Note Agent hereafter taken, including, without limitation, any review of the affairs of the Borrower, the Borrower, the Seller, CARUACC, the Guarantor, CCRTUPFC, the Servicer, the Custodian Servicer or the Backup Servicer, shall be deemed to constitute any representation or warranty by such Note Agent to any Lender. Each Lender represents to each Note Agent that it has, independently and without reliance upon any Note 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 and creditworthiness of the Borrower, the Borrower, the Seller, CARUACC, the Guarantor, CCRTUPFC, the Servicer, the CustodianBackup Servicer, the Backup Servicer and the Borrower Collateral Contracts and made its own decision to purchase its interest in the Notes hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note 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 analysis, appraisals and decisions in taking or not taking action under any of the Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrower, the Seller, CARUACC, the Guarantor, CCRTUPFC, the Servicer, the CustodianBackup Servicer, the Backup Servicer and the Borrower CollateralContracts. Except as expressly providedprovided herein, no Note Agent shall have any duty or responsibility to provide any Lender with any credit or other information concerning the Borrower Collateral or the business, operations, property, prospects, financial and other condition or creditworthiness of the Borrower, the Seller, UACC, the Guarantor, UPFC, the Borrower, the Servicer, the Lenders or the Backup Servicer which may come into the possession of such Note Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates. In no event shall the Administrative/Collateral Agent or the Custodian be liable for any indirect, special, punitive or consequential loss or damage of any kind whatsoever, including, but not limited to, lost profits, even if the Administrative/Collateral Agent or the Custodian has been advised of the likelihood of such loss or damage and regardless of the form of action. In no event shall the Administrative/Collateral Agent be liable for any failure or delay in the performance of its obligations hereunder because of circumstances beyond its control, including, but not limited to, acts of God, flood, war (whether declared or undeclared), terrorism, fire, riot, embargo, government action, including any laws, ordinances, regulations, governmental action or the like which delay, restrict or prohibit the providing of the services contemplated by this Agreement.

Non-Reliance on Agent. The Lenders Each Lender expressly acknowledge acknowledges that neither any Note Agent, the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates has have made any representations or warranties to it and that no act by a Note the Agent hereafter hereinafter taken, including, without limitation, including any review of the affairs of the Borrower, the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian Company or the Backup Servicerany of its Subsidiaries, shall be deemed to constitute any representation or warranty by such Note the Agent to any Lender. Each Lender represents to each Note the Agent that it has, independently and without reliance upon any Note 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, financial and other condition condition, prospects and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer Company and the Borrower Collateral its Subsidiaries and made its own decision to purchase its interest in make the Notes Interim Loan hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note 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 any of the Transaction Documentsthis Agreement, and to make such investigation as it deems necessary to inform itself as to the business, assets, operations, property, financial and other condition condition, prospects and creditworthiness of the BorrowerCompany and its Subsidiaries. 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, financial and other condition, prospects or creditworthiness of the SellerCompany or any of its Subsidiaries which may come into the possession of the Agent or any of its officers, CARdirectors, the Guarantoremployees, CCRTagents, the Servicer, the Custodian, the Backup Servicer and the Borrower Collateral. Except as expressly providedattorneys-in-fact or affiliates.

Non-Reliance on Agent. The Lenders and Other Series 1999-1 --------------------------------------------- Certificateholders. Each Series 1999-1 Certificateholder expressly acknowledge acknowledges ------------------ that neither any Note Agent, the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representations or warranties to it and that no act by a Note the Agent hereafter hereinafter taken, including, without limitation, including any review of the affairs of the BorrowerTransferor, the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian CompuCom or the Backup Servicer, shall be deemed to constitute any representation or warranty by such Note the Agent to any LenderSeries 1999-1 Certificateholder. Each Lender Series 1999-1 Certificateholder represents to each Note the Agent that it has, independently and without reliance upon any Note the Agent or any other LenderSeries 1999-1 Certificateholder, 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 and creditworthiness of the BorrowerTransferor, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer CompuCom and the Borrower Collateral Servicer and made its own decision to purchase its interest in the Notes hereunder and enter into this AgreementSupplement. Each Lender Series 1999-1 Certificateholder also represents that it will, independently and without reliance upon any Note the Agent or any other LenderSeries 1999-1 Certificateholder, 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 any of this Supplement and the other Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the BorrowerTransferor, CompuCom and the Servicer. Except for notices, reports and other documents expressly required to be furnished to the Series 1999-1 Certificateholders by the Agent hereunder, the SellerAgent shall not have any duty or responsibility to provide any Series 1999-1 Certificateholder with any credit or other information concerning the business, CARoperations, property, condition (financial or otherwise), prospects or creditworthiness of the GuarantorTransferor, CCRTCompuCom or the Servicer which may come into the possession of the Agent or any of its officers, the Servicerdirectors, the Custodianemployees, the Backup Servicer and the Borrower Collateral. Except as expressly providedagents, attorneys-in-fact or Affiliates.

Non-Reliance on Agent. The Lenders Each Bank expressly acknowledge acknowledges that neither any Note Agent, the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representations representation or warranties warranty to it and that no act by a Note the Agent or any such Person hereafter taken, including, without limitation, including any review of the affairs of the Borrower, the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian or the Backup Servicer, shall be deemed to constitute any representation or warranty by such Note the Agent to any LenderBank. Each Lender Bank represents to each Note the Agent that (1) it has, independently and without reliance upon any Note the Agent or any other Lender, Bank 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, financial and other condition and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer and the Borrower Collateral and made its own decision to purchase its interest in the Notes hereunder and enter into this Agreement. Each Lender also represents that Agreement and extend credit to the Borrower hereunder, and (2) it will, independently and without reliance upon any Note the Agent or any other Lender, 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 hereunder and under any of the Transaction Documents, other Loan Documents and to make such investigation as it deems necessary to inform itself as to the business, prospects, operations, propertyproperties, financial and other condition and creditworthiness of the Borrower, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer and the Borrower Collateral. Except as expressly providedprovided in this Agreement and the other Loan Documents, the Agent shall not have any duty or responsibility, either initially or on a continuing basis, to provide any Bank with any credit or other or response information concerning the business, prospects, operations, properties, financial or other condition or creditworthiness of the Borrower, or any other 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 Affiliates.

Non-Reliance on Agent. The Lenders expressly acknowledge that neither any Note Agent, nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representations or warranties to it and that no act by a Note Agent hereafter taken, including, without limitation, any review of the affairs of the Borrower, the Borrower, the SellerSellers, CARUACC, the Guarantor, CCRTUPFC, the Servicer, the Custodian Servicer or the Backup Servicer, shall be deemed to constitute any representation or warranty by such Note Agent to any Lender. Each Lender represents to each Note Agent that it has, independently and without reliance upon any Note 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 and creditworthiness of the Borrower, the Borrower, each Seller, CARUACC, the Guarantor, CCRTUPFC, the Servicer, the CustodianBackup Servicer, the Backup Servicer and the Borrower Collateral Contracts and made its own decision to purchase its interest in the Notes hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note 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 analysis, appraisals and decisions in taking or not taking action under any of the Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrower, the each Seller, CARUACC, the Guarantor, CCRTUPFC, the Servicer, the CustodianBackup Servicer, the Backup Servicer and the Borrower CollateralContracts. Except as expressly providedprovided herein, no Note Agent shall have any duty or responsibility to provide any Lender with any credit or other information concerning the Borrower Collateral or the business, operations, property, prospects, financial and other condition or creditworthiness of the Borrower, each Seller, UACC, the Guarantor, UPFC, the Borrower, the Servicer, the Lenders or the Backup Servicer which may come into the possession of such Note Agent or any of its officers, directors, employees, agents, attorneys-in-fact or affiliates. [**CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR CERTAIN PORTIONS OF THIS DOCUMENT] In no event shall the Administrative/Collateral Agent or the Custodian be liable for any indirect, special, punitive or consequential loss or damage of any kind whatsoever, including, but not limited to, lost profits, even if the Administrative/Collateral Agent or the Custodian has been advised of the likelihood of such loss or damage and regardless of the form of action. In no event shall the Administrative/Collateral Agent be liable for any failure or delay in the performance of its obligations hereunder because of circumstances beyond its control, including, but not limited to, acts of God, flood, war (whether declared or undeclared), terrorism, fire, riot, embargo, government action, including any laws, ordinances, regulations, governmental action or the like which delay, restrict or prohibit the providing of the services contemplated by this Agreement.

Non-Reliance on Agent. The Lenders Each Lender expressly acknowledge acknowledges that neither any Note Agent, the Agent nor any of its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representations or warranties to it and that no act by a Note the Agent hereafter taken, including, without limitation, including any review of the affairs of the any Borrower, the BorrowerBorrower Representative, any Guarantor, the Seller, CAR, the Guarantor, CCRT, the Servicer, the Custodian Master Property Manager or the Backup Servicer, Sponsor shall be deemed to constitute any representation or warranty by such Note the Agent to any Lenderthe Lenders. Each Lender represents to each Note the Agent that it has, independently and without reliance upon any Note Agent or any other Lenderthe Agent, and based on such documents and information as it has deemed appropriate, made its own appraisal of and an investigation into the business, operations, property, financial and other condition and creditworthiness of the BorrowerBorrowers, the SellerBorrower Representative, CARany Guarantor, the Guarantor, CCRT, the Servicer, the Custodian, the Backup Servicer Master Property Manager and the Borrower Sponsor and the Collateral and made its own decision to purchase make its interest in the Notes Commitment hereunder and enter into this Agreement. Each Lender also represents that it will, independently and without reliance upon any Note Agent or any other Lenderthe Agent, and based on such documents and information 53570.000371 EMF_US 44362017v35 as it shall deem appropriate at the time, continue to make its own analysis, appraisals and decisions in taking or not taking action under any of the Transaction Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrowers, the Borrower Representative, any Guarantor, the Master Property Manager and the Sponsor and the Collateral. Except for notices, reports and other documents received by the Agent hereunder, the Agent shall have no duty or responsibility to provide any Lender with any credit or other information concerning the business, operations, property, condition (financial or otherwise), prospects or creditworthiness of any Borrower, the SellerBorrower Representative, CARany Guarantor, the Guarantor, CCRTMaster Property Manage, the ServicerSponsor or the Collateral which may come into the possession of the Agent or any of its officers, the Custodiandirectors, the Backup Servicer and the Borrower Collateral. Except as expressly providedemployees, agents, attorneys-in-fact or affiliates.