Powers General Immunity Sample Clauses

Powers General Immunity. A. DUTIES SPECIFIED. Each Lender irrevocably authorizes each Agent to take such action on such Lender's behalf and to exercise such powers hereunder and under the other Loan Documents as are specifically delegated to such Agent by the terms hereof and thereof, together with such powers as are reasonably incidental thereto. Each Agent shall have only those duties and responsibilities that are expressly specified in this Agreement and the other Loan Documents, and it may perform such duties by or through its agents or employees. No Agent shall have, by reason of this Agreement or any of the other Loan Documents, a fiduciary relationship in respect of any Lender; and nothing in this Agreement or any of the other Loan Documents, expressed or implied, is intended to or shall be so construed as to impose upon any Agent any obligations in respect of this Agreement or any of the other Loan Documents except as expressly set forth herein or therein.

Powers General Immunity. 64 Section 8.03.

Powers General Immunity. A. Duties Specified. Each Lender irrevocably authorizes each Agent to take such action on such Lender's behalf and to exercise such powers hereunder and under the other Loan Documents as are specifically delegated to such Agent by the terms hereof and thereof, together with such powers as are reasonably incidental thereto. Each Agent shall have only those duties and responsibilities that are expressly specified in this Agreement and the other Loan Documents and it may perform such duties by or through its agents or employees. No Agent shall have, by reason of this Agreement or any of the other Loan Documents, a fiduciary relationship in respect of any Lender, and nothing in this Agreement or any of the other Loan Documents, expressed or implied, is intended to or shall be so construed as to impose upon any Agent any obligations in respect of this Agreement or any of the other Loan Documents except as expressly set forth herein or therein.

Powers General Immunity. (a) Each Secured Party, by ------------------------ its acquisition of any Note or Canadian Note, irrevocably authorizes the Collateral Agent to take such action on such Secured Party's behalf and to exercise such powers under the Loan Documents as are specifically delegated to it by the terms thereof, together with such powers as are reasonably incidental thereto. The Collateral Agent shall have only those duties and responsibilities which are expressly specified in the Loan Documents and it may perform such duties by or through its agents or employees. The duties of the Collateral Agent shall be mechanical and administrative in nature; and the Collateral Agent shall not have by reason of any Loan Document a fiduciary relationship in respect of any Secured Party; and nothing in any of the Loan Documents, expressed or implied, is intended to or shall be so construed as to impose upon the Collateral Agent any obligations in respect of any of the Loan Documents except as expressly set forth therein. (b) The Collateral Agent shall not be responsible to any Secured Party for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of any of the Loan Documents or for any Liens or Guaranties granted by, or purported to be granted by, any of the Loan Documents, or for any representations, warranties, recitals or statements made herein or therein or made in any written or oral statement or in any financial or other statements, instruments, reports, certificates or any other documents in connection herewith or therewith furnished or made by the Collateral Agent to any Secured Party or by or on behalf of Buyer, Newco, the Grantor or the Canadian Buyer, to the Collateral Agent or any Secured Party, or be required to ascertain or inquire as to the performance or observance of any of the terms, conditions, provisions, covenants or agreements contained herein or therein or of the existence or possible existence of any Default or Event of Default. (c) Notwithstanding anything to the contrary in this Agreement, neither the Collateral Agent, nor any of its officers, directors, employees, agents, investigators, consultants, attorneys-in-fact or affiliates shall be liable to any Secured Party for any action taken or omitted under any of the Loan Documents or in connection herewith or therewith unless, but only to the extent, caused by its or their gross negligence or willful misconduct. If the Collateral Agent shall request instructi...

Powers General Immunity. 97 8.04 Non-Reliance on Administrative Agent and Other Lenders...................................... 99 8.05 Indemnification ............................. 99 8.06

Powers General Immunity. (a) Each Secured Party, by ------------------------ its acquisition of any Note, irrevocably authorizes the Collateral Agent to take such action on such Secured Party's behalf and to exercise such powers under the Loan Documents as are specifically delegated to it by the terms thereof, together with such powers as are reasonably incidental thereto. The Collateral Agent shall have only those duties and responsibilities which are expressly specified in the Loan Documents and it may perform such duties by or through its agents or employees. The duties of the Collateral Agent shall be mechanical and administrative in nature; and the Collateral Agent shall not have by reason of any Loan Document a fiduciary relationship in respect of any Secured Party; and nothing in any of the Loan Documents, expressed or implied, is intended to or shall be so construed as to impose upon the Collateral Agent any obligations in respect of any of the Loan Documents except as expressly set forth therein.

Powers General Immunity. Subject to Sections 2.3 and 2.4 hereof, each Holder irrevocably authorizes Agent to take such action on such Holders behalf and to exercise such powers hereunder and under the Security Documents as are specifically and respectively delegated to Agent by the terms hereof and thereof, together with any and all powers as are reasonably incidental thereto. Agent shall have only those duties and responsibilities that are expressly specified in this Agreement and the Security Documents and may perform such duties by or through its agents, attorneys, officers or employees. Agent shall not have, by reason of this Agreement or any of the Security Documents, a fiduciary relationship in respect of any Holder; and nothing in this Agreement or any of the Security Documents, expressed or implied, is intended to or shall be so construed as to impose upon Agent any obligations in respect of this Agreement or any of the Security Documents except as expressly set forth herein or therein. To the extent that the consent of the Holders, or any of them, is not required pursuant to Section 3 hereof, the Agent shall be permitted to take such actions as it deems necessary or appropriate to fulfill it duties under this Agreement and the other Security Agreement, but shall not be obligated to take any actions thereunder.

Powers General Immunity. 77 8.3 Representations and Warranties; No Responsibility for Appraisal of Creditworthiness. . . . . . . . . . . . . . . . . . . . . . . . . 78 8.4 Right to Indemnity. . . . . . . . . . . . . . . . . . . . . . . . 78 8.5 Registered Persons Treated as Owners. . . . . . . . . . . . . . . 79 8.6 Successor Administrative Agent and Overdraft Account Provider . . 79 SECTION 9

Powers General Immunity. A. DUTIES SPECIFIED. Each Lender irrevocably authorizes Agents to take such action on such Lender's behalf and to exercise such powers, rights and remedies hereunder and under the other Loan Documents as are specifically delegated or granted to Agents by the terms hereof and thereof, together with such powers, rights and remedies as are reasonably incidental thereto. An Agent shall have only those duties and responsibilities that are expressly specified in this Agreement and the other Loan Documents. Each Agent may exercise such powers, rights and remedies and perform such duties by or through its agents or employees. No Agent shall have, by reason of this Agreement or any of the other Loan Documents, a fiduciary relationship in respect of any Lender; and nothing in this Agreement or any of the other Loan Documents, expressed or implied, is intended to or shall be so construed as to impose upon any Agent any obligations in respect of this Agreement or any of the other Loan Documents except as expressly set forth herein or therein. Anything in this Agreement or the other Loan Documents to the contrary notwithstanding, the titles of Syndication Agent, Documentation Agent and Managing Agent are awarded hereunder for deal credit purposes only and no such Agent shall have any duties or obligations hereunder or under any of the other Loan Documents other than its duties and obligations as a Lender hereunder or thereunder.

Powers General Immunity. (a) Each Lender irrevocably authorizes the Administrative Agent to take such action on such Lender's behalf and to exercise such powers hereunder and under the other Credit Documents and under the other instruments and agreements referred to herein and therein (including the Security Documents) as are specifically delegated to it by the terms hereof and thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have only those duties and responsibilities which are expressly specified in this Agreement and the other Credit Documents and it may perform such duties by or through its agents or employees (including ABS, CSI and CIBL). The duties of the Administrative Agent shall be mechanical and administrative in nature; and the Administrative Agent shall not have by reason of this Agreement a fiduciary relationship in respect of any Lender; and nothing in this Agreement or in any of the other Credit Documents, expressed or implied, is intended to or shall be so construed as to impose upon the Administrative Agent any obligations in respect of this Agreement or in respect of any of the other Credit Documents or the other instruments and agreements referred to herein or therein except as expressly set forth herein or therein. It is understood that the Managing Agents and Co-Agents do not have any duties or obligations under this Agreement or any other Credit Document (other than in their capacities as Lenders). (b) None of the Administrative Agent, ABS, CSI and CIBL, nor any other Agent, shall be responsible to any Lender for the execution, effectiveness,