EFFECTIVENESS, GENUINENESS,
SUFFICIENCY OR VALUE OF, OR THE ATTACHMENT, PERFECTION OR PRIORITY OF ANY LIEN
CREATED OR PURPORTED TO BE CREATED UNDER OR IN CONNECTION WITH, ANY LOAN
DOCUMENT;
(III)
MAKES NO WARRANTY OR REPRESENTATION, AND SHALL NOT BE
RESPONSIBLE, TO ANY SECURED PARTY FOR ANY STATEMENT, DOCUMENT, INFORMATION,
REPRESENTATION OR WARRANTY MADE OR FURNISHED BY OR ON BEHALF OF ANY RELATED
PERSON OR ANY LOAN PARTY IN CONNECTION WITH ANY LOAN DOCUMENT OR ANY TRANSACTION
CONTEMPLATED THEREIN OR ANY OTHER DOCUMENT OR INFORMATION WITH RESPECT TO ANY
LOAN PARTY, WHETHER OR NOT TRANSMITTED OR (EXCEPT FOR DOCUMENTS EXPRESSLY
REQUIRED UNDER ANY LOAN DOCUMENT TO BE TRANSMITTED TO THE LENDERS) OMITTED TO BE
TRANSMITTED BY THE ADMINISTRATIVE AGENT, INCLUDING AS TO COMPLETENESS, ACCURACY,
SCOPE OR ADEQUACY THEREOF, OR FOR THE SCOPE, NATURE OR RESULTS OF ANY DUE
DILIGENCE PERFORMED BY THE ADMINISTRATIVE AGENT IN CONNECTION WITH THE LOAN
DOCUMENTS; AND
(IV)
SHALL NOT HAVE ANY DUTY TO ASCERTAIN OR TO INQUIRE AS TO THE
PERFORMANCE OR OBSERVANCE OF ANY PROVISION OF ANY LOAN DOCUMENT, WHETHER ANY
CONDITION SET FORTH IN ANY LOAN DOCUMENT IS SATISFIED OR WAIVED, AS TO THE
FINANCIAL CONDITION OF ANY LOAN PARTY OR AS TO THE EXISTENCE OR CONTINUATION OR
POSSIBLE OCCURRENCE OR CONTINUATION OF ANY DEFAULT OR EVENT OF DEFAULT AND SHALL
NOT BE DEEMED TO HAVE NOTICE OR KNOWLEDGE OF SUCH OCCURRENCE OR CONTINUATION
UNLESS IT HAS RECEIVED A NOTICE FROM THE BORROWER, ANY LENDER OR L/C ISSUER
DESCRIBING SUCH DEFAULT OR EVENT OF DEFAULT CLEARLY LABELED "NOTICE OF DEFAULT"
(IN WHICH CASE THE ADMINISTRATIVE AGENT SHALL PROMPTLY GIVE NOTICE OF SUCH
RECEIPT TO ALL LENDERS);
and, for each of the items set forth in clauses (i) through (iv) above, each
Lender, L/C Issuer, Holdings and the Borrower hereby waives and agrees not to
assert (and each of Holdings and the Borrower shall cause each other Loan Party
to waive and agree not to assert) any right, claim or cause of action it might
have against the Administrative Agent based thereon.
SECTION 10.6
THE ADMINISTRATIVE AGENT INDIVIDUALLY.
THE ADMINISTRATIVE
AGENT AND ITS AFFILIATES MAY MAKE LOANS AND OTHER EXTENSIONS OF CREDIT TO,
ACQUIRE STOCK AND STOCK EQUIVALENTS OF, ENGAGE IN ANY KIND OF BUSINESS WITH, ANY
LOAN PARTY OR AFFILIATE THEREOF AS THOUGH IT WERE NOT ACTING AS THE
ADMINISTRATIVE AGENT AND MAY RECEIVE SEPARATE FEES AND OTHER PAYMENTS THEREFOR.
TO THE EXTENT THE ADMINISTRATIVE AGENT OR ANY OF ITS AFFILIATES MAKES ANY LOAN
OR OTHERWISE BECOMES A LENDER HEREUNDER, IT SHALL HAVE AND MAY EXERCISE THE SAME
RIGHTS AND POWERS HEREUNDER AND SHALL BE SUBJECT TO THE SAME OBLIGATIONS AND
LIABILITIES AS ANY OTHER LENDER AND THE TERMS "LENDER", "REVOLVING CREDIT
LENDER", "TERM LOAN LENDER", "REQUIRED
104
LENDER", "REQUIRED REVOLVING LENDER" AND "REQUIRED TERM LENDER" AND ANY SIMILAR
TERMS SHALL, EXCEPT WHERE OTHERWISE EXPRESSLY PROVIDED IN ANY LOAN DOCUMENT,
INCLUDE, WITHOUT LIMITATION, THE ADMINISTRATIVE AGENT OR SUCH AFFILIATE, AS THE
CASE MAY BE, IN ITS INDIVIDUAL CAPACITY AS LENDER, REVOLVING CREDIT LENDER,