Collateral Agent Reliance, Etc Sample Clauses

Collateral Agent Reliance, Etc. Neither of the Collateral Agents nor any of 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 any Financing Document, except for its or their own gross negligence or willful misconduct. Without limitation of the generality of the foregoing, each Collateral Agent: (i) may employ, retain and consult with legal counsel (including counsel for the Borrower) and other experts and advisers 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, experts or advisers; (ii) makes no warranty or representation to any Secured Party and shall not be responsible to any Secured Party for any statements, warranties or representations made in or in connection with any Financing Document; (iii) makes no representations as to the nature of title or value of any of the Accounts nor as to the title thereto, nor as to the rights and interests granted or the security afforded by this Common Agreement, the Security Documents or any other Transaction Documents nor as to the validity, execution (except by itself), enforceability, legality or sufficiency of this Common Agreement, the Security Documents or any other Transaction Documents; (iv) 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 any Financing Document on the part of the Borrower or any other Person party thereto or to inspect the Project or any other property (including the books and records) of the Borrower; (v) shall not be responsible to any Secured Party for the due execution, legality, validity, enforceability, genuineness, sufficiency or value of any Financing Document or any other instrument or document furnished pursuant thereto; (vi) shall not be liable for any error of judgment made in good faith by an officer or officers of such Collateral Agent, unless it shall be conclusively determined by a court of competent jurisdiction that such error resulted from such Collateral Agent's gross negligence; (vii) shall not be bound to make any investigation into the facts stated in any resolution, certificate, statement, instrument, opinion, report, consent, order, approval, bond or other document or have any responsibility for filing or recording any financing or continuation statement in any public office at any time or to otherwise per...