Common use of Reliance, Etc Clause in Contracts

Reliance, Etc. (a) None of the Administrative Agent nor any of its respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with the Loan Documents, except for its own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment). Without limitation of the generality of the foregoing, the Administrative Agent: (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30) may consult with legal counsel (including counsel for any Borrower), independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (31) makes no warranty or representation to any Lender and shall not be responsible to any Lender for any statements, warranties or representations (whether written or oral) made in or in connection with this Agreement; (32) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement on the part of any Borrower or to inspect the property (including the books and records) of any Borrower; (33) shall not be responsible to any Lender for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or any other instrument or document furnished pursuant hereto; and (34) shall incur no liability under or in respect of this Agreement by acting upon any notice, consent, certificate or other instrument or writing (which may be by telecopier, telegram, cable or telex) believed by it to be genuine and signed or sent by the proper party or parties.

Reliance, Etc. (a) None of the Administrative Agent Neither Lender nor any of its Affiliates nor any of their respective directors, officers, agents employees or employees attorneys shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement or the other Loan Documents, except for damages caused by its or their own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)misconduct. Without limitation of limiting the generality of the foregoing, the Administrative AgentLender: (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30a) may consult with legal counsel (including counsel for any Borrower)counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken by it in good faith by it in accordance with the advice of such counsel, accountants or experts; (31b) makes no warranty or representation to any Lender Borrowers or Credit Parties and shall not be responsible to any Lender Borrowers or Credit Parties for any statements, warranties or representations (whether written or oral) made in or in connection with this AgreementAgreement or the other Loan Documents; (32c) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or the other Loan Documents on the part of any Borrower Borrowers and Credit Parties or to inspect the property Collateral (including the books and records) of any BorrowerBorrowers or Credit Parties; (33d) shall not be responsible to any Lender Borrowers or Credit Parties for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or the other Loan Documents or any other instrument or document furnished pursuant heretohereto or thereto; and (34e) shall incur no liability under or in respect of this Agreement or the other Loan Documents by acting upon any notice, consent, certificate or other instrument or writing (which may be by telecopiertelecopy, telegram, cable or telex) believed by it to be genuine and signed or sent by the proper party or parties.

Reliance, Etc. (a) None of the Administrative Agent, any Managing Agent nor or Documentation Agent or any of its their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with the Loan Documents, except for its or their own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)misconduct. Without limitation of the generality of the foregoing, the Administrative Agent: (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30ii) may consult with legal counsel (including counsel for any the Borrower), independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (31iii) makes no warranty or representation to any Lender and shall not be responsible to any Lender for any statements, warranties or representations (whether written or oral) made in or in connection with this Agreement; (32iv) shall not have any no duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Credit Agreement ---------------- Agreement on the part of any the Borrower or to inspect the property (including the books and records) of any the Borrower; (33v) shall not be responsible to any Lender for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or any other instrument or document furnished pursuant hereto; and (34vi) shall incur no liability under or in respect of this Agreement by acting upon any notice, consent, certificate or other instrument or writing (which may be by telecopier, telegram, cable or telex) believed by it to be genuine and signed or sent by the proper party or parties.

Reliance, Etc. (a) None of Neither the Administrative Agent nor any of its respective directorsRelated Parties (for the purposes of this Section 7.2, officerscollectively, agents or employees the "Indemnified Parties") shall be liable for any action taken or omitted to be taken by it or them any Indemnified Party under or in connection with this Agreement or the Loan other Credit Documents, INCLUDING ANY INDEMNIFIED PARTY'S OWN NEGLIGENCE, except for its own any Indemnified Party's gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)misconduct. Without limitation of the generality of the foregoing, the Administrative Agent: (ia) may treat the payee of any Note as the holder thereof until the Administrative Agent receives written notice of the assignment or transfer thereof signed by such payee and accepts an Assignment and Acceptance entered into by in form satisfactory to the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07Agent; (30b) may consult with legal counsel (including counsel for any the Borrower), independent public accountants accountants, and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants accountants, or experts; (31c) makes no warranty or representation to any Lender Bank and shall not be responsible to any Lender Bank for any statements, warranties warranties, or representations (whether written or oral) made in or in connection with this AgreementAgreement or the other Credit Documents; (32d) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants covenants, or conditions of this Agreement or any other Credit Document on the part of any Borrower the Credit Parties or to inspect the property (including the books and records) of any Borrowerthe Credit Parties; (33e) shall not be responsible to any Lender Bank for the due execution, legality, validity, enforceability, genuineness, sufficiency sufficiency, or value of this Agreement or any other instrument or document furnished pursuant heretoCredit Document; and (34f) shall incur no liability under or in respect of this Agreement or any other Credit Document by acting upon any notice, consent, certificate certificate, or other instrument or writing (which may be by telecopier, telegram, cable telecopier or telex) reasonably believed by it to be genuine and signed or sent by the proper party or parties.

Reliance, Etc. (a) None of the Administrative Note Agent nor any of its respective directors, officers, agents agents, parties, attorneys or employees shall be liable to any Note Purchaser for any action taken or omitted to be taken by it or them under or in connection with the Loan Documentsthis Agreement, except for its or their own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)misconduct. Without limitation of limiting the generality of the foregoing, the Administrative Agent: Note Agent (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30) may consult with independent legal counsel (including counsel for any Borrowerthe Issuer), independent certified public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; , (31ii) makes no representation or warranty or representation to any Lender Note Purchaser and shall not be responsible to any Lender Note Purchaser for any statements, representations or warranties or representations (whether written or oral) made in or in connection with this Agreement; , (32iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement on the part of any Borrower or to inspect the property Issuer, (including the books and records) of any Borrower; (33iv) shall not be responsible to any Lender Note Purchaser for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or any other instrument or document furnished pursuant hereto; (except for the execution by the Note Agent of, and the legality, validity and enforceability against the Note Agent of its obligations under, this Agreement), and (34v) shall incur no liability under or in respect of this Agreement by acting upon any noticenotice (including notice by telephone), consent, certificate or other instrument or writing (which may be by telecopier, telegram, cable facsimile or telex) believed by it to be genuine and signed or sent by the proper party or parties; except in each case for its gross negligence or willful misconduct.

Reliance, Etc. (a) None of the Administrative Agent, the Syndication Agent, the Documentation Agent nor or any of its their respective directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with the Loan Documents, except for its or their own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)misconduct. Without limitation of the generality of the foregoing, the Administrative Agent: (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30ii) may consult with legal counsel (including counsel for any Borrower), independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (31iii) makes no warranty or representation to any Lender and shall not be responsible to any Lender for any statements, warranties or representations (whether written or oral) made in or in connection with this Agreement; (32iv) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement on the part of any Borrower or to inspect the property (including the books and records) of any Borrower; (33v) shall not be responsible to any Lender for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or any other instrument or document furnished pursuant hereto; and (34vi) shall incur no liability under or in respect of this Agreement by acting upon any notice, consent, certificate or other instrument or writing (which may be by telecopier, telegram, cable or telex) believed by it to be genuine and signed or sent by the proper party or parties.

Reliance, Etc. (a) None of the Administrative Agent Neither Lenders nor any of its Affiliates nor any of their respective directors, officers, agents employees or employees attorneys shall be liable for any action taken or omitted to be taken by it or them under or in connection with this Agreement or the other Loan Documents, except for damages caused by its or their own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)misconduct. Without limitation of limiting the generality of the foregoing, the Administrative Agenteach Lender: (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30a) may consult with legal counsel (including counsel for any Borrower)counsel, independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken by it in good faith by it in accordance with the advice of such counsel, accountants or experts; (31b) makes no warranty or representation to any Lender Borrowers or Credit Parties and shall not be responsible to any Lender Borrowers or Credit Parties for any statements, warranties or representations (whether written or oral) made in or in connection with this AgreementAgreement or the other Loan Documents; (32c) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or the other Loan Documents on the part of any Borrower Borrowers and Credit Parties or to inspect the property Collateral (including the books and records) of any BorrowerBorrowers or Credit Parties; (33d) shall not be responsible to any Lender Borrowers or Credit Parties for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or the other Loan Documents or any other instrument or document furnished pursuant heretohereto or thereto; and (34e) shall incur no liability under or in respect of this Agreement or the other Loan Documents by acting upon any notice, consent, certificate or other instrument or writing (which may be by telecopiertelecopy, telegram, cable or telex) believed by it to be genuine and signed or sent by the proper party or parties.

Reliance, Etc. (a) None of Neither the Administrative Agent Agent, the Issuing Bank, nor any of its respective their directors, officers, agents or employees shall be liable for any action taken or omitted to be taken by it or them under or in connection with the Loan Documentsthis Agreement or any Related Document, except for its or their own gross negligence or willful misconduct (as determined by a court of competent jurisdiction in a final non-appealable judgment)jurisdiction. Without limitation of the generality of the foregoing, each of the Administrative Agent: Agent and the Issuing Bank (i) may treat the payee of any Note as the holder thereof until the Administrative Agent receives and accepts an Assignment and Acceptance entered into by the Lender which is the payee of such Note, as assignor, and an Eligible Assignee, as assignee, as provided in Section 9.07; (30) may consult with legal counsel (including counsel for any Borrowerthe Account Party), independent public accountants and other experts selected by it and shall not be liable for any action taken or omitted to be taken in good faith by it in accordance with the advice of such counsel, accountants or experts; (31ii) makes no warranty or representation to any Lender Participating Bank and shall not be responsible to any Lender Participating Bank for any statements, warranties or representations (whether written or oral) made in or in connection with this AgreementAgreement or any Related Document; (32iii) shall not have any duty to ascertain or to inquire as to the performance or observance of any of the terms, covenants or conditions of this Agreement or any Related Document on the part of any Borrower the Account Party to be performed or observed, or to inspect the any property (including the books and records) of any Borrowerthe Account Party; (33iv) shall not be responsible to any Lender Participating Bank for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of this Agreement or any Related Document or any other instrument or document furnished pursuant heretohereto and thereto; and (34v) shall incur no liability under or in respect of this Agreement or any Related Document by acting upon any notice, consent, certificate or other instrument or writing (which may be by telecopier, telegram, cable or telex) ), including, without limitation, any thereof from time to time purporting to be from the Trustee, believed by it to be genuine and signed or sent by the proper party or parties.