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; (3) MAKES NO WARRANTY OR
REPRESENTATION TO ANY LENDER AND SHALL NOT BE RESPONSIBLE TO ANY LENDER FOR ANY
STATEMENTS, WARRANTIES, OR REPRESENTATIONS MADE IN OR IN CONNECTION WITH THIS
AGREEMENT; (4) SHALL NOT HAVE ANY DUTY TO ASCERTAIN OR TO INQUIRE AS TO THE
PERFORMANCE OR OBSERVANCE OF ANY TERMS, COVENANTS, OR CONDITIONS OF THIS
AGREEMENT ON THE PART OF THE BORROWER (OTHER THAN THE PAYMENT OF PRINCIPAL,
INTEREST AND FEES DUE HEREUNDER), OR TO INSPECT THE PROPERTY (INCLUDING THE
BOOKS AND RECORDS) OF THE BORROWER; (5) SHALL NOT BE RESPONSIBLE TO ANY LENDER
FOR THE DUE EXECUTION, LEGALITY, VALIDITY, ENFORCEABILITY, GENUINENESS,
PERFECTION, SUFFICIENCY OR VALUE OF THIS AGREEMENT OR ANY OTHER INSTRUMENT OR
DOCUMENT FURNISHED PURSUANT HERETO OR THE VALUE, SUFFICIENCY, CREATION,
PERFECTION OR PRIORITY OF ANY LIEN IN ANY COLLATERAL SECURITY; AND (6) 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 SENT
BY TELEGRAM, TELEFAX, OR FACSIMILE TRANSMISSION) REASONABLY BELIEVED BY IT TO BE
GENUINE AND SIGNED OR SENT BY THE PROPER PARTY OR PARTIES.
SECTION 10.03
RIGHTS OF AGENT AS A LENDER.
WITH RESPECT TO ITS COMMITMENTS,
THE LOANS MADE BY IT AND ANY NOTE ISSUED TO IT, THE AGENT SHALL HAVE THE SAME
RIGHTS AND POWERS UNDER THIS AGREEMENT AS ANY OTHER LENDER AND MAY EXERCISE THE
SAME AS THOUGH IT WERE NOT THE AGENT; AND THE TERM "LENDER" OR "LENDERS" SHALL,
UNLESS OTHERWISE EXPRESSLY INDICATED, INCLUDE THE AGENT IN ITS INDIVIDUAL
CAPACITY.
THE AGENT, EACH LENDER AND EACH OF THEIR RESPECTIVE AFFILIATES MAY
ACCEPT DEPOSITS FROM, LEND MONEY TO, ACT AS TRUSTEE UNDER INDENTURES OF, AND
GENERALLY ENGAGE IN ANY KIND OF BUSINESS WITH, THE BORROWER, ANY OF ITS
SUBSIDIARIES AND ANY PERSON WHO MAY DO BUSINESS WITH OR OWN SECURITIES OF THE
BORROWER OR ANY SUBSIDIARY, ALL AS IF THE AGENT WERE NOT THE AGENT AND WITHOUT
ANY DUTY TO ACCOUNT THEREFOR TO THE OTHER LENDERS.
SECTION 10.04
INDEPENDENT CREDIT DECISIONS.
EACH LENDER ACKNOWLEDGES THAT IT
HAS, INDEPENDENTLY AND WITHOUT RELIANCE UPON THE AGENT OR ANY OTHER LENDER AND
BASED ON SUCH DOCUMENTS AND INFORMATION AS IT HAS DEEMED APPROPRIATE, MADE ITS
OWN CREDIT ANALYSIS AND DECISION TO ENTER INTO THIS AGREEMENT.
EACH LENDER ALSO
ACKNOWLEDGES THAT IT WILL, INDEPENDENTLY AND WITHOUT RELIANCE UPON 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 DECISIONS IN TAKING OR
NOT TAKING ACTION UNDER THIS AGREEMENT.
THE AGENT SHALL PROMPTLY PROVIDE THE
LENDERS WITH COPIES OF ALL NOTICES OF DEFAULT AND OTHER FORMAL NOTICES SENT OR
RECEIVED IN ACCORDANCE WITH SECTION 11.02 OF THIS AGREEMENT, ANY WRITTEN NOTICE
RELATING TO CHANGES IN THE BORROWER'S DEBT