Common use of Role of the Bank Clause in Contracts

Role of the Bank. (a) The Company agrees that, in paying any drawing under a Letter of Credit, the Bank shall not have any responsibility to obtain any document (other than any sight draft and certificates expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. (b) The Company hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Company's pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. The Bank shall not be liable or responsible for any of the matters described in clauses (a) through (g) of Section 2.18; provided, however, nothing in such clauses or this Section shall limit any claim the Company may have against the Bank, or the Bank's liability to the Company, for any direct, as opposed to consequential or exemplary, damages suffered by the Company that the Company proves were caused by the Bank's willful misconduct, bad faith, or gross negligence or the Bank's willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing: (i) the Bank may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary; and (ii) the Bank shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason.

Role of the Bank. (a) The Company agrees that, in paying any drawing under a any Letter of Credit, the Bank shall not have any responsibility to obtain any document (other than any sight draft and certificates expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. (b) The Bank shall not be liable for: (i) any action taken or omitted in the absence of breach of this Agreement, gross negligence or willful misconduct; or (ii) the due execution, effectiveness, validity or enforceability of any Letter of Credit, any Application or any other document relating to any Letter of Credit. (c) The Company hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, that this assumption is not intended to, and shall not, preclude the Company's Company from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. The Bank No Bank-Related Person, nor any of the correspondents, participants or assignees of the Bank, shall not be liable or responsible for any of the matters described in clauses (a) through (gf) of Section 2.182.06; provided, however, nothing that, anything in such clauses or this Section shall limit any claim elsewhere herein to the contrary notwithstanding, the Company may have a claim against the Bank, or and the Bank's liability Bank may be liable to the Company, for to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Company that which the Company proves were caused by the Bank's ’s willful misconduct, bad faith, misconduct or gross negligence or the Bank's ’s breach of this Agreement, willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with the terms and conditions of a such Letter of Credit. In furtherance and not in limitation of the foregoing: (i) the Bank may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary; and (ii) the Bank shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason.

Role of the Bank. (a) The Bank and the Company agrees agree that, in paying any drawing under a Letter of Credit, the Bank shall not have any responsibility to obtain any document (other than any sight draft and certificates expressly required by the Letter of Credit) or to ascertain or inquire as to the validity or accuracy of any such document or the authority of the Person executing or delivering any such document. (b) . The Company hereby assumes all risks of the acts or omissions of any beneficiary or transferee with respect to its use of any Letter of Credit; provided, however, provided that this assumption is not intended to, and shall not, preclude the Company's Company from pursuing such rights and remedies as it may have against the beneficiary or transferee at law or under any other agreement. The Bank No Indemnified Person nor any Indemnified Person's correspondents, participants or assignees, shall not be liable or responsible for any of the matters described in clauses subsections (a) through (gh) of Section 2.183.05; provided, however, nothing in such clauses or this Section shall limit any claim provided that the Company may have a claim against the Bank, or and the Bank's liability Bank may be liable to the Company, for to the extent, but only to the extent, of any direct, as opposed to consequential or exemplary, damages suffered by the Company that which the Company proves were caused by the Bank's willful misconduct, bad faith, misconduct or gross negligence or the Bank's willful failure to pay under any Letter of Credit after the presentation to it by the beneficiary of a sight draft and certificate(s) strictly complying with the terms and conditions of a Letter of Credit. In furtherance and not in limitation of the foregoing: (ia) the Bank may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any notice or information to the contrary; and (iib) the Bank shall not be responsible for the validity or sufficiency of any instrument transferring or assigning or purporting to transfer or assign a Letter of Credit or the rights or benefits thereunder or proceeds thereof, in whole or in part, which may prove to be invalid or ineffective for any reason.