Common use of Lack of Reliance on Agent and Resignation Clause in Contracts

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries in connection with the purchase of any Securities hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Parties. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the purchase of any Securities or at any time or times thereafter except as shall be provided by the Credit Parties pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Document, or of the financial condition of the Credit Parties and their Subsidiaries, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Documents or the financial condition of the Credit Parties and their Subsidiaries, or the existence of any Event of Default or any Default.

Appears in 4 contracts

Samples: Securities Purchase Agreement and Security Agreement (Fusion Telecommunications International Inc), Securities Purchase Agreement and Security Agreement (Fusion Telecommunications International Inc), Securities Purchase Agreement and Security Agreement (Fusion Telecommunications International Inc)

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Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties Borrower and their Subsidiaries each Guarantor in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit PartiesBorrower and each Guarantor. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility or sufficiency of this Agreement or any Transaction Other Document, or of the financial condition of the Credit Parties and their SubsidiariesBorrower or any Guarantor, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Transaction Other Documents or the financial condition of the Credit Parties and their SubsidiariesBorrower, or the existence of any Event of Default or any Default.

Appears in 3 contracts

Samples: First Amendment and Waiver (Research Pharmaceutical Services, Inc.), First Amendment and Waiver (Research Pharmaceutical Services, Inc.), First Amendment and Waiver (Research Pharmaceutical Services, Inc.)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties Borrowers and their Subsidiaries of Guarantor in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit PartiesBorrowers and of Guarantor. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties Borrowers or by Guarantor pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility or sufficiency of this Agreement or any Transaction Other Document, or of the financial condition of the Credit Parties and their Subsidiariesany Borrower or of Guarantor, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this AgreementAgreement or the Other Documents, the Notes, the Transaction Documents or the financial condition of the Credit Parties and their Subsidiariesany Borrower or of Guarantor, or the existence of any Event of Default or any Event of Default.

Appears in 2 contracts

Samples: Security Agreement (Richton International Corp), Security Agreement (Richton International Corp)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries each Borrower in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Partieseach Borrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties any Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility or sufficiency of this Agreement or any Transaction Documentof the Loan Documents, or of the financial condition of the Credit Parties and their Subsidiariesany Borrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Other Documents or the financial condition of the Credit Parties and their Subsidiariesany Borrower, or the existence of any Event of Default or any Default.

Appears in 2 contracts

Samples: Revolving Credit and Security Agreement (Eltrax Systems Inc), Revolving Credit, Term Loan and Security Agreement (Pietrafesa Corp)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries each Borrower in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Partieseach Borrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties any Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Other Document, or of the financial condition of the Credit Parties and their Subsidiariesany Borrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Other Documents or the financial condition of the Credit Parties and their Subsidiariesany Borrower, or the existence of any Event of Default or any Default.

Appears in 2 contracts

Samples: Revolving Credit and Security Agreement (E Com Ventures Inc), Revolving Credit and Security Agreement (E Com Ventures Inc)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Loan Parties and their Subsidiaries in connection with the purchase of any Securities hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Loan Parties. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before the purchase of any Securities or at any time or times thereafter except as shall be provided by the Credit Loan Parties pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Loan Document, or of the financial condition of the Credit Loan Parties and their Subsidiaries, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Loan Documents or the financial condition of the Credit Loan Parties and their Subsidiaries, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Securities Purchase Agreement and Security Agreement (Fusion Telecommunications International Inc)

Lack of Reliance on Agent and Resignation. (ai) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (iA) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries Borrower in connection with the purchase making and the continuance of any Securities the Loans hereunder and the taking or not taking of any action in connection herewith, and (iiB) its own appraisal of the creditworthiness of the Credit PartiesBorrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Loans or at any time or times thereafter except as shall be provided by the Credit Parties Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction DocumentOther Agreement, or of the financial condition of the Credit Parties and their SubsidiariesBorrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Documents Other Agreements or the financial condition of the Credit Parties and their SubsidiariesBorrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Loan and Security Agreement (Security Capital Corp/De/)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries Borrower in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit PartiesBorrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Ancillary Document, or of the financial condition of the Credit Parties and their SubsidiariesBorrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Transaction Ancillary Documents or the financial condition of the Credit Parties and their SubsidiariesBorrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Term Loan Agreement (Transtexas Gas Corp)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries Borrower in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit PartiesBorrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility or sufficiency of this Agreement or any Transaction Documentof the Loan Documents, or of the financial condition of the Credit Parties and their SubsidiariesBorrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Other Documents or the financial condition of the Credit Parties and their SubsidiariesBorrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Credit, Term Loan and Security Agreement (Aaf McQuay Inc)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries Borrower in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit PartiesBorrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Other Document, or of the financial condition of the Credit Parties and their SubsidiariesBorrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Other Documents or the financial condition of the Credit Parties and their SubsidiariesBorrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Security Agreement (Absolute Life Solutions, Inc.)

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Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries each Borrower in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Partieseach Borrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties any Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction other Loan Document, or of the financial condition of the Credit Parties and their Subsidiariesany Borrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, Notes the Transaction other Loan Documents or the financial condition of the Credit Parties and their Subsidiariesany Borrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Loan and Security Agreement (Swenson Granite Co LLC)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries each Borrower in connection with the purchase making and the continuance of any Securities the Loans hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit PartiesBorrowers. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Loans or at any time or times thereafter except as shall be provided by the Credit Parties Borrowers pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Documentof the other Loan Documents, or of the financial condition of the Credit Parties and their Subsidiariesany Borrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, Agreement or any of the Notes, the Transaction other Loan Documents or the financial condition of the Credit Parties and their Subsidiariesany Borrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Loan Agreement (K Tron International Inc)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Parties each Borrower and their Subsidiaries each Guarantor in connection with the purchase making and the continuance of any Securities the Advances hereunder and the taking or not taking of any action 100 in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Partieseach Borrower and each Guarantor. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Advances or at any time or times thereafter except as shall be provided by the Credit Parties any Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction Other Document, or of the financial condition of the Credit Parties and their Subsidiariesany Borrower or any Guarantor, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the NotesNote, the Transaction Other Documents or the financial condition of the Credit Parties and their Subsidiariesany Borrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Security Agreement (SMTC Corp)

Lack of Reliance on Agent and Resignation. (ai) Independently and without reliance upon Agent or any other Lender, each Lender has made and shall continue to make make: (iA) its own independent investigation of the financial condition and affairs of the Credit Parties and their Subsidiaries Borrower in connection with the purchase making and the continuance of any Securities the Loans hereunder and the taking or not taking of any action in connection herewith, and (iiB) its own appraisal of the creditworthiness of the Credit PartiesBorrower. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender with any credit or other information with respect thereto, whether coming into its possession before making of the purchase of any Securities Loans or at any time or times thereafter except as shall be provided by the Credit Parties Borrower pursuant to the terms hereof. Agent shall not be responsible to any Lender for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability or sufficiency of this Agreement or any Transaction DocumentOther Agreement, or of the financial condition of the Credit Parties and their SubsidiariesBorrower, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Documents Other Agreements or the financial condition of the Credit Parties and their SubsidiariesBorrower, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Loan and Security Agreement (Impco Technologies Inc)

Lack of Reliance on Agent and Resignation. (a) Independently and without reliance upon Agent or any other LenderPurchaser, each Lender Purchaser has made and shall continue to make (i) its own independent investigation of the financial condition and affairs of the Credit Note Parties and their Subsidiaries in connection with the purchase of any Securities Notes hereunder and the taking or not taking of any action in connection herewith, and (ii) its own appraisal of the creditworthiness of the Credit Note Parties. Agent shall have no duty or responsibility, either initially or on a continuing basis, to provide any Lender Purchaser with any credit or other information with respect thereto, whether coming into its possession before the purchase of any Securities Notes or at any time or times thereafter except as shall be provided by the Credit Note Parties pursuant to the terms hereof. Agent shall not be responsible to any Lender Purchaser for any recitals, statements, information, representations or warranties herein or in any agreement, document, certificate or a statement delivered in connection with or for the execution, effectiveness, genuineness, validity, enforceability, collectability collectibility or sufficiency of this Agreement or any Transaction Document, or of the financial condition of the Credit Note Parties and their Subsidiaries, or be required to make any inquiry concerning either the performance or observance of any of the terms, provisions or conditions of this Agreement, the Notes, the Transaction Documents or the financial condition of the Credit Note Parties and their Subsidiaries, or the existence of any Event of Default or any Default.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement and Security Agreement (Meridian Waste Solutions, Inc.)

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