Common use of Secured Party's Duties Clause in Contracts

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral actually in its possession and the accounting for monies actually received by it hereunder, the Secured Party shall have no duty as to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes with respect to the Collateral, except for those arising out of or in connection with the Secured Party's gross negligence or willful misconduct. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property, it being understood that the Secured Party shall be under no obligation to take any necessary steps to collect any Collateral or preserve rights against prior parties or any other rights pertaining to any Collateral, but may do so at its option, and all expenses incurred in connection therewith shall be for the sole account of the Debtor and shall be added to the Obligations.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral actually in its possession and the accounting for monies actually received by it hereunder, the Secured Party shall have no duty as to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes with respect to the Collateral, except for those arising out of or in connection with the Secured Party's gross negligence or willful misconduct. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation safekeeping of the any Collateral in its possession if the such Collateral is accorded treatment substantially equal to the safekeeping that which the Secured Party accords its own property of like propertykind. Except for the safekeeping of any Collateral in its possession and the accounting for monies and for other properties actually received by it hereunder, it being understood that the Secured Party shall be under have no obligation duty, as to take any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, whether or not the Secured Party has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to collect any Collateral or preserve rights against prior parties any Persons or any other rights pertaining to any Collateral. The Secured Party will take action in the nature of exchanges, conversions, redemption, tenders and the like requested in writing by a Grantor with respect to any of the Collateral in the Secured Party’s possession if the Secured Party in its reasonable judgment determines that such action will not impair the Security Interest or the value of the Collateral, but may do so at its option, and all expenses incurred in connection therewith shall be for the sole account a failure of the Debtor and Secured Party to comply with any such request shall not of itself be added deemed a failure to the Obligationsexercise reasonable care.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Pledged Collateral actually in its possession and the accounting for monies actually received by it hereunder, the Secured Party shall have no duty as to any Pledged Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment as to ascertaining or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes taking action with respect to the calls, conversion, exchanges, maturities, tenders or other matters relative to any Pledged Collateral, except for those arising out of whether or in connection with not the Secured Party's gross negligence Party or willful misconductany other Credit Party has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Pledged Collateral. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Pledged Collateral in its possession if the Pledged Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property. The Secured Party shall not be required to exercise any discretion or take any action, it being understood but shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the instructions of the Credit Parties and such instructions shall be binding upon the holders of all Secured Obligations; provided, however, that the Secured Party shall not be under no obligation required to take any necessary steps action which exposes the Secured Party to collect any Collateral personal liability or preserve rights against prior parties or any other rights pertaining which is contrary to any Collateral, but may do so at its option, and all expenses incurred in connection therewith shall be for the sole account of the Debtor and shall be added to the ObligationsCredit Document or applicable law.

Secured Party's Duties. The powers conferred upon Secured Party, on the Secured Party hereunder behalf of Banks, by this Security Agreement are solely to protect its interests Banks' interest in the Collateral Collateral, and shall not impose any duty upon it Secured Party, on behalf of Banks, to exercise any such powers. Except Secured Party, on behalf of Banks, shall be under no duty whatsoever to make or give any presentment, demand for the safe custody performance, notice of nonperformance, protest, notice of protest, notice of dishonor, notice of intent to accelerate, notice of acceleration, or other notice or demand in connection with any Collateral actually or the Secured Obligations, except as specifically provided in its possession this Security Agreement and the accounting Loan Agreement or as required by applicable law, or to take any steps necessary to preserve any rights against prior parties. Neither Secured Party nor the Banks shall be liable for monies actually received by it hereunderfailure to collect or realize upon the Collateral, or for any delay in so doing, nor shall Secured Party or the Banks be under any duty to take any action whatsoever with regard thereto. Secured Party shall have no duty as to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes with respect to the Collateral, except for those arising out of or in connection with the Secured Party's gross negligence or willful misconduct. The Secured Party shall be deemed to have exercised use reasonable care in the custody and preservation of the any Collateral in its possession if but need not take any steps to keep the Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property, it being understood that the identifiable. Secured Party shall be under have no obligation duty to take comply with any recording, filing or other legal requirements necessary steps to collect establish or maintain the validity, priority or enforceability of, or Secured Party's or Banks' respective rights in, any Collateral or preserve rights against prior parties or any other rights pertaining to any Collateral, but may do so at its option, and all expenses incurred in connection therewith shall be for the sole account of the Debtor and shall be added to the ObligationsCollateral.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral actually in its possession and the accounting for monies actually received by it hereunder, the Secured Party shall have no duty as to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes with respect to the Collateral, except for those arising out of or in connection with the Secured Party's gross negligence or willful misconduct. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property, it being understood that the Secured Party shall be under no obligation to take any necessary steps to collect any Collateral or preserve rights against prior parties or any other rights pertaining to any Collateral, but may do so at its option, and all reasonable expenses incurred in connection therewith shall be for the sole account of the Debtor Debtors and shall be added to the Obligations.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Pledged Collateral actually in its possession and the accounting for monies actually received by it hereunder, the Secured Party shall have no duty as to any Pledged Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment as to ascertaining or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes taking action with respect to the calls, conversion, exchanges, maturities, tenders or other matters relative to any Pledged Collateral, except for those arising out of whether or in connection with not the Secured Party's gross negligence Party or willful misconductany other Noteholder has or is deemed to have knowledge of such matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Pledged Collateral. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Pledged Collateral in its possession if the Pledged Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property. The Secured Party shall not be required to exercise any discretion or take any action, it being understood but shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the instructions of the Noteholders, in accordance with the Intercreditor Agreement, and such instructions shall be binding upon the holders of all Secured Obligations; provided, however, that the Secured Party shall not be under no obligation required to take any necessary steps action which exposes the Secured Party to collect any Collateral personal liability or preserve rights against prior parties or any other rights pertaining which is contrary to any Collateral, but may do so at its option, and all expenses incurred Financing Document (as defined in connection therewith shall be for the sole account of the Debtor and shall be added to the ObligationsIntercreditor Agreement) or applicable law.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral actually in its possession and the accounting for monies actually received by it hereunder, the Secured Party shall have no duty as to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes with respect to the Collateral, except for those arising out of or in connection with the Secured Party's negligence, gross negligence or willful misconduct. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property, it being understood that the Secured Party shall be under no obligation to take any necessary steps to collect any Collateral or preserve rights against prior parties or any other rights pertaining to any Collateral, but may do so at its option, and all reasonable expenses incurred in connection therewith shall be for the sole account of the Debtor and shall be added to the Obligations.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests interest in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral actually in its possession and the accounting for monies moneys actually received by it hereunder, the Secured Party shall have no duty as to any Collateral or as to the taking of any necessary steps to preserve rights against prior parties or any other rights pertaining to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes with respect to the Collateral, except for those arising out of or in connection with the Secured Party's gross negligence or willful misconduct. The Secured Party shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral Receivables in its possession if the Collateral is Receivables are accorded treatment substantially equal to that which the Secured Party accords its own like property, it being understood that the Secured Party shall be under no obligation not have any responsibility or liability for (i) ascertaining or taking action with respect to take calls, conversions, exchanges, maturities, tenders or other matters relative to any Receivables, whether or not Secured Party has or is deemed to have knowledge of such matters, or (ii) taking any necessary steps to collect preserve rights against any parties with respect to any Receivables or (iii) the collection of any proceeds of any Collateral or preserve rights against prior parties by reason of any invalidity, lack of value or uncollectability of any other rights pertaining to any Collateral, but may do so at its option, and all expenses incurred in connection therewith shall be for the sole account of the payments received by it from Account Debtor and shall be added to the Obligationsor otherwise.

Secured Party's Duties. The powers conferred on the Secured Party hereunder are solely to protect its interests interest in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of any Collateral actually in its possession and the accounting for monies moneys actually received by it hereunder, the Secured Party shall have no duty as to any Collateral. The Secured Party shall not be liable for any acts, omissions, errors of judgment as to ascertaining or mistakes of fact or law including, without limitation, acts, omissions, errors or mistakes taking action with respect to the calls, conversions, exchanges, maturities, tenders or other matters relative to any Collateral, except for those arising out of whether or in connection with the Secured Party's gross negligence or willful misconduct. The not Secured Party shall be has or is deemed to have exercised reasonable care in knowledge of such matters, or as to the custody and preservation taking of the Collateral in its possession if the Collateral is accorded treatment substantially equal to that which the Secured Party accords its own like property, it being understood that the Secured Party shall be under no obligation to take any necessary steps to collect any Collateral or preserve rights against prior parties or any other rights pertaining to any Collateralreasonable care in the custody and preservation of any Collateral in its possession if such Collateral is accorded treatment substantially equal to that which Secured Party accords its own property. Except as provided in this section, but may do so at its optionSecured Party shall not have any duty or liability to protect or preserve any Collateral or to preserve rights pertaining thereto. Nothing contained in this Agreement shall be construed as requiring or obligating Secured Party, and all expenses incurred Secured Party shall not be required or obligated, to (a) present or file any claim or notice or take any action, with respect to any Collateral or in connection therewith shall be for or (b) notify any Company Party of any decline in the sole account value of the Debtor and shall be added to the Obligationsany Collateral.