Common use of Concerning the Collateral Agent Clause in Contracts

Concerning the Collateral Agent. The provisions of Article XI of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Party.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (A) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (B) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit PartyGrantor.

Concerning the Collateral Agent. The provisions of Article XI of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Party.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Finance Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests Interest created hereunder in any of the Collateral, whether impaired by operation of law Law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall not have no a duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Finance Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests Interest created hereunder in any of the Collateral, whether impaired by operation of law Law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence negligence, bad faith or willful misconductmisconduct (as determined in a final, non-appealable judgment by a court of competent jurisdiction). The Collateral Agent shall not have no a duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Loan Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Loan Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Lender or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Lien Grantor.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon both the parties hereto to the Credit Agreement and the Pledgors in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Banks or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit PartyPledgor.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (A) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (B) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Grantor.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Agreement Agreements shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all the parties to the Credit Parties Agreements and all Secured Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Banks or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partyeach Pledgor.

Concerning the Collateral Agent. The provisions of Article XI of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Banks or, in the absence of such instructions or provisionsinstructions, in accordance with its reasonable discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Borrower.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Credit Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests Interest created hereunder in any of the Collateral, whether impaired by operation of law Law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall not have no a duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI X of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder or otherwise permitted under the Credit Agreement and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral)or therein, the Collateral Agent may request instructions from the Required Lenders and shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Grantor's Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the CollateralInterests, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconductpart. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Grantors.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Finance Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law Law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Banks or, in the absence of such instructions or provisionsinstructions, in accordance with its reasonable discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partysuch Lien Grantor.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all the parties to the Credit Parties Agreement and all Secured Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Banks or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partyeach Pledgor.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Loan Parties, the Finance Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI 7 of the Credit Loan Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Loan Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Administrative Agent or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Borrower.

Concerning the Collateral Agent. The provisions of Article XI XIII of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of to this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral)herein, the Collateral Agent may request instructions from the Lenders and shall act or refrain from acting in accordance with written instructions from the Required Lenders (or, when expressly required by this Agreement or the Credit Agreement, all the Lenders) or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the CollateralInterests, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless (other than any such action or omission constitutes inaction constituting gross negligence or willful misconduct). The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit PartyAssignor.

Concerning the Collateral Agent. The provisions of Article XI ------------------------------- XIII of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of to this Security Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral)herein, the Collateral Agent may request instructions from the Lenders and shall act or refrain from acting in accordance with written instructions from the Required Lenders (or, when expressly required by this Security Agreement or the Credit Agreement, all the Lenders) or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the CollateralInterests, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless (other than any such action or omission constitutes inaction constituting gross negligence or willful misconduct). The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Security Agreement by any Credit PartyAssignor.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence negligence, bad faith or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI 7 of the each Credit Agreement Agreements shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreements in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (A) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other 765749.1 10/9/98 7:28p action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (B) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Grantor.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Finance Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Section 10.03, Section 8.04 and Article XI 7 of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Credit Agreement in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (includingincluding any determination to exercise remedies hereunder, without limitation, and the timing and methods of realization upon the Tranche C Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders Tranche C Term Loan Banks or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Tranche C Collateral or for the validity, perfection, priority or enforceability of the Tranche C Security Interests in any of the Tranche C Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Partythe Pledgor.

Concerning the Collateral Agent. The provisions of Article XI XII of each of the Bank Credit Agreement Agreements shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto to the Bank Credit Agreements in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly 24 provided for herein (including, without limitation, the timing and methods of realization upon the Collateral)herein, the Collateral Agent may request instructions from the Secured Parties and shall act or refrain from acting in accordance with written instructions from the Required Lenders Secured Parties (or, when expressly required by this Agreement or the Intercreditor Agreement, all the Secured Parties) or, in the absence of such instructions or provisionsinstructions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the CollateralInterests, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless (other than any such action or omission constitutes inaction constituting gross negligence or willful misconduct). The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit PartyGrantor.

Concerning the Collateral Agent. The provisions of Article XI Section 10 of the Credit Security Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Parties and all Secured Parties and upon the parties hereto and any other Secured Parties in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (a) The Collateral Agent is authorized to take all such actions action as are is provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), ) the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (b) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Collateral, whether impaired by operation of law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconducthereunder. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit PartyGrantor.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Finance Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: : (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Pledged Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Pledged Collateral or for the validity, perfection, priority or enforceability of the Security Interests in any of the Pledged Collateral, whether impaired by operation of law Law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.

Concerning the Collateral Agent. The provisions of Article XI IX of the Credit Agreement shall inure to the benefit of the Collateral Agent in respect of this Agreement and shall be binding upon all Credit Loan Parties and all Secured Credit Parties and upon the parties hereto in such respect. In furtherance and not in derogation of the rights, privileges and immunities of the Collateral Agent therein set forth: forth and subject to the terms of the Intercreditor Agreement: (i) The Collateral Agent is authorized to take all such actions as are provided to be taken by it as Collateral Agent hereunder and all other action reasonably incidental thereto. As to any matters not expressly provided for herein (including, without limitation, the timing and methods of realization upon the Collateral), the Collateral Agent shall act or refrain from acting in accordance with written instructions from the Required Lenders or, in the absence of such instructions or provisions, in accordance with its discretion. . (ii) The Collateral Agent shall not be responsible for the existence, genuineness or value of any of the Collateral or for the validity, perfection, priority or enforceability of the Security Interests Interest created hereunder in any of the Collateral, whether impaired by operation of law Law or by reason of any action or omission to act on its part hereunder unless such action or omission constitutes gross negligence or willful misconduct. The Collateral Agent shall not have no a duty to ascertain or inquire as to the performance or observance of any of the terms of this Agreement by any Credit Loan Party.