Common use of Liability of the Lender Clause in Contracts

Liability of the Lender. No action shall be commenced by the Borrower or Guarantor for any claim against the Lender under the terms of this Agreement unless written notice thereof, specifically setting forth the claim of the Borrower, shall have been given to the Lender at least fifteen (15) Business Days prior to the commencement of such action. The liability of the Lender to the Borrower and Guarantor for any breach of the terms of this Agreement by the Lender shall not exceed a sum equal to the amount which the Lender shall be determined to have failed to Advance in consequence of a breach by the Lender of its obligations under this Agreement, together with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms of this Agreement. In no event shall the Lender be liable to the Borrower and/or Guarantor, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ of the breach of the terms of this Agreement by the Lender, such damages and claims therefore being expressly waived by the Bor­rower and Guarantor.

Liability of the Lender. No action None of the Lender nor any of their officers, directors, employees, representatives or agents shall be commenced liable or responsible for (i) the use which may be made of any Advances, any Loans or this Agreement or for any acts, omissions, errors, interruptions, delays in transmission, dispatch or delivery of any message or advice, however transmitted, of the Lender in connection with this Agreement, any Advances, any Loans or any Bank Note, (ii) any action, inaction or omission which may be taken by the Borrower Lender in connection with this Agreement, any Advances, any Loans or Guarantor for any claim against Bank Note, (iii) the validity, sufficiency or genuineness of documents, or of any endorsements thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged, (iv) payment by the Lender under against presentation of documents which do not comply with the terms of this Agreement unless written notice thereofor a Request for Advance, specifically setting forth including failure of any documents to bear any reference or adequate reference to this Agreement, or (v) any other circumstances whatsoever in making or failing to make payment under this Agreement or pursuant to a Request for Advance, except for acts or events described in the claim of the Borrowerimmediately preceding clauses (i) through (v), shall have been given to the Lender at least fifteen (15) Business Days prior extent, but only to the commencement extent, of such action. The liability of any direct, as opposed to special, indirect, consequential or punitive, damages (the Lender right to receive special, indirect, consequential or punitive damages being hereby waived) suffered by it which the Borrower and Guarantor for any breach of Authority proves were caused by (y) the Lender’s willful misconduct or gross negligence in determining whether documents presented under this Agreement comply with the terms of this Agreement by or (z) the Lender shall not exceed a sum equal Lender’s failure to pay hereunder after the amount which the Lender shall be determined presentation to have failed to Advance in consequence it of a breach by the Lender of its obligations under this Agreement, together Request for Advance strictly complying with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms conditions of this Agreement. In no event shall The Authority further agrees that any action taken or omitted by the Lender under or in connection with this Agreement or the related draft or documents, if done without willful misconduct or gross negligence, shall be liable effective against the Authority as to the Borrower and/or Guarantorrights, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ duties and obligations of the breach Lender and shall not place the Lender under any liability to the Authority. In furtherance and not in limitation of the terms foregoing, the Lender may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of this Agreement by any notice or information to the Lender, such damages and claims therefore being expressly waived by the Bor­rower and Guarantorcontrary.

Liability of the Lender. No action As between the Lender and the Borrowers, the Borrowers assume all risks of the acts or omissions of the Senior Lenders with respect to its use of the Call Agreement. Neither the Lender nor any of its affiliates, or officers or directors, shall be commenced liable or responsible for: (a) the use which may be made of the proceeds of any Advance by the Borrower Borrowers or Guarantor the Senior Lender or any other Person or for any acts or omissions of the Senior Lender in connection therewith; (b) the validity, sufficiency or genuineness of any notices, demands, requests, statements, certificates or documents even if such communications or documents should in fact rove to be in any or all respects invalid, insufficient, fraudulent or forged; or (c) any other circumstances whatsoever in making or failing to make payment under the Call Agreement, except only that the Borrowers shall have a claim against the Lender under the terms of this Agreement unless written notice thereofBank , specifically setting forth the claim of the Borrower, shall have been given to the Lender at least fifteen (15) Business Days prior to the commencement of such action. The liability of the Lender to the Borrower and Guarantor for any breach of the terms of this Agreement by the Lender shall not exceed a sum equal to the amount which the Lender shall be determined liable to have failed the Borrowers, to Advance in consequence the extent but only to the extent of a breach any direct, as opposed to consequential damages suffered by the Lender Borrowers or any of its obligations under this Agreementthem which the Borrowers prove, together with interest thereon at the rate payable by clear and convincing evidence, were caused by the Borrower Lender's willful misconduct or gross negligence in determining whether under the Call Agreement the terms of the Note for Advances which Call Agreement were satisfied by the Borrower is to receive hereunderSenior Lender. In furtherance and not in limitation of the foregoing, computed the Lender may accept communications and documents from the date when Senior Lender that appear to be in order, and may assume that the Advance should have been statements made thereunder are accurate, without responsibility for further investigation (and without notice to or consent by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms of this Agreement. In no event shall the Lender be liable to the Borrower and/or Guarantor, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ of the breach of the terms of this Agreement by the Lender, such damages and claims therefore being expressly waived by the Bor­rower and GuarantorBorrowers).

Liability of the Lender. No action shall be commenced by the Borrower or Guarantor for any claim against the Lender under the terms of this Agreement unless written notice thereof, specifically setting forth the claim of the Borrower, shall have been given to the Lender at least fifteen (15) Business Days prior to the commencement of such action. The liability of the Lender to the Borrower and Guarantor for any breach of the terms of this Agreement by the Lender shall not exceed a sum equal to the amount which the Lender shall be determined to have failed to Advance in consequence of a breach by the Lender of its obligations under this Agreement, together with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms of this Agreement. In no event shall the Lender be liable to the Borrower and/or Guarantor, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ nature of the breach of the terms of this Agreement by the Lender, such damages and claims therefore being expressly waived by the Bor­rower Borrower and Guarantor.

Liability of the Lender. No action None of the Administrative Agent, any Lender nor any of their officers, directors, employees, representatives or agents shall be commenced liable or responsible for (i) the use which may be made of any Advances, any Loans or this Agreement or for any acts, omissions, errors, interruptions, delays in transmission, dispatch or delivery of any message or advice, however transmitted, of the Administrative Agent or either Lender in connection with this Agreement, any Advances, any Loans or any Bank Note, (ii) any action, inaction or omission which may be taken by the Borrower Administrative Agent or Guarantor for either Lender in connection with this Agreement, any claim against Advances, any Loans or any Bank Note, (iii) the Lender under validity, sufficiency or genuineness of documents, or of any endorsements thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged, (iv) payment by the Admi ni strative Agent agai nst presentati on of documents which do not comply with the terms of this Agreement unless written notice thereofor a Request for Advance, specifically setting forth including failure of any documents to bear any reference or adequate reference to thi s Agreement, or (v) any other ci rcumstances whatsoever i n making or failing to make payment under this Agreement or pursuant to a Request for Advance, except for acts or events described in the claim of the Borrowerimmediately preceding clauses (i) through (v), shall have been given to the Lender at least fifteen (15) Business Days prior extent, but only to the commencement extent, of such action. The liability of any direct, as opposed to special, indirect, consequential or punitive, damages (the Lender right to receive special, indirect, consequential or punitive damages being hereby waived) suffered by it which the Borrower and Guarantor for any breach of Authority proves were caused by (y) the Administrative Agent’s willful misconduct or gross negligence in determining whether documents presented under thi s Agreement comply with the terms of this thi s Agreement by or (z) the Lender shall not exceed a sum equal Admi ni xxxxxxxx Agent’s failure to pay hereunder after the amount which the Lender shall be determined presentation to have failed to Advance in consequence it of a breach by the Lender of its obligations under this Agreement, together Request for Advance strictly complying with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms conditions of this Agreement. In no event The Authority further agrees that any action taken or omitted by the Administrative Agent or either Lender under or in connection with this Agreement or the related draft or documents, if done without willful misconduct or gross negligence, shall be effective against the Lender be liable Authority as to the Borrower and/or Guarantorrights, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ duties and obligations of the breach Administrative Agent and such Lender and shall not place the Administrative Agent or any such Lender under any liability to the Authority. In furtherance and not in limitation of the terms foregoi ng, the Admi ni strative Agent may accept documents that appear on thei r face to be i n order, without responsi bility for further i nvesti gati on, regard ess of this Agreement by any noti ce or i nformati on to the Lender, such damages and claims therefore being expressly waived by the Bor­rower and Guarantor.contrary. ^8-

Liability of the Lender. No action shall be commenced by the Borrower or Guarantor for any claim against the Lender under the terms of this Agreement unless written notice thereof, specifically setting forth the claim of the Borrower, shall have been given to the Lender at least fifteen (15) Business Days prior to the commencement of such action. The liability of the Lender to the Borrower and Guarantor for any breach of the terms of this Agreement by the Lender shall not exceed a sum equal to the amount which the Lender shall be determined to have failed to Advance advance in consequence of a breach by the Lender of its obligations under this Agreement, together with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and Lender, and, upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms of this Agreement. In no event shall the Lender be liable to the Borrower and/or GuarantorBorrower, or anyone claiming by, under or through the Borrower and/or GuarantorBorrower, for any special, exemplary, punitive or consequential damages, whatever the nature­ nature of the breach of the terms of this Agreement by the Lender, such damages and claims therefore therefor being expressly waived WAIVED by the Bor­rower Borrower. Notwithstanding the foregoing, Borrower agrees that no action shall be commenced by Borrower for any claim of any kind against the Lender under or in connection with this Agreement unless written notice specifically setting forth the claim of Borrower shall have been given to the Lender within thirty (30) days after the occurrence of the event which Borrower alleges gives rise to such claims, and Guarantorfailure to give such notice shall constitute a WAIVER of any such claim.

Liability of the Lender. No action None of the Administrative Agent, any Lender nor any of their officers, directors, employees, representatives or agents shall be commenced liable or responsible for (i) the use which may be made of any Advances, any Loans or this Agreement or for any acts, omissions, errors, interruptions, delays in transmission, dispatch or delivery of any message or advice, however transmitted, of the Administrative Agent or either Lender in connection with this Agreement, any Advances, any Loans or any Bank Note, (ii) any action, inaction or omission which may be taken by the Borrower Administrative Agent or Guarantor for either Lender in connection with this Agreement, any claim against Advances, any Loans or any Bank Note, (iii) the Lender under validity, sufficiency or genuineness of documents, or of any endorsements thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged, (iv) payment by the Admi ni strative Agent agai nst presentati on of documents which do not comply with the terms of this Agreement unless written notice thereofor a Request for Advance, specifically setting forth including failure of any documents to bear any reference or adequate reference to thi s Agreement, or (v) any other ci rcumstances whatsoever i n making or failing to make payment under this Agreement or pursuant to a Request for Advance, except for acts or events described in the claim of the Borrowerimmediately preceding clauses (i) through (v), shall have been given to the Lender at least fifteen (15) Business Days prior extent, but only to the commencement extent, of such action. The liability of any direct, as opposed to special, indirect, consequential or punitive, damages (the Lender right to receive special, indirect, consequential or punitive damages being hereby waived) suffered by it which the Borrower and Guarantor for any breach of Authority proves were caused by (y) the Administrative Agent’s willful misconduct or gross negligence in determining whether documents presented under thi s Agreement comply with the terms of this thi s Agreement by or (z) the Lender shall not exceed a sum equal Admi ni strative Agent’s failure to pay hereunder after the amount which the Lender shall be determined presentation to have failed to Advance in consequence it of a breach by the Lender of its obligations under this Agreement, together Request for Advance strictly complying with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms conditions of this Agreement. In no event The Authority further agrees that any action taken or omitted by the Administrative Agent or either Lender under or in connection with this Agreement or the related draft or documents, if done without willful misconduct or gross negligence, shall be effective against the Lender be liable Authority as to the Borrower and/or Guarantorrights, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ duties and obligations of the breach Administrative Agent and such Lender and shall not place the Administrative Agent or any such Lender under any liability to the Authority. In furtherance and not in limitation of the terms foregoi ng, the Admi ni strative Agent may accept documents that appear on thei r face to be i n order, without responsi bility for further i nvesti gati on, regard ess of this Agreement by any noti ce or i nformati on to the Lender, such damages and claims therefore being expressly waived by the Bor­rower and Guarantor.contrary. ^8-

Liability of the Lender. No action Neither the Lender nor any of its officers, directors, employees, representatives or agents shall be commenced liable or responsible for (i) the use which may be made of any Advances, any Loans or this Agreement or for any acts, omissions, errors, interruptions, delays in transmission, dispatch or delivery of any message or advice, however transmitted, of the Lender in connection with this Agreement, any Advances, any Loans or the Notes, (ii) any action, inaction or omission which may be taken by the Borrower Lender in connection with this Agreement, any Advances, any Loans or Guarantor for the Notes, (iii) the validity, sufficiency or genuineness of documents, or of any claim against endorsements thereon, even if such documents should in fact prove to be in any or all respects invalid, insufficient, fraudulent or forged, (iv) payment by the Lender under against presentation of documents which do not comply with the terms of this Agreement unless written notice thereofor a Request for Advance, specifically setting forth including failure of any documents to bear any reference or adequate reference to this Agreement, or (v) any other circumstances whatsoever in making or failing to make payment under this Agreement or pursuant to a Request for Advance, except for acts or events described in the claim of the Borrowerimmediately preceding clauses (i) through (v), shall have been given to the Lender at least fifteen (15) Business Days prior extent, but only to the commencement extent, of such action. The liability of any direct, as opposed to special, indirect, consequential or punitive, damages (the Lender right to receive special, indirect, consequential or punitive damages being hereby waived) suffered by it which the Borrower and Guarantor for any breach of Authority proves were caused by (y) the Lender’s willful misconduct or gross negligence in determining whether documents presented under this Agreement comply with the terms of this Agreement by or (z) the Lender shall not exceed a sum equal Lender’s failure to pay hereunder after the amount which the Lender shall be determined presentation to have failed to Advance in consequence it of a breach by the Lender of its obligations under this Agreement, together Request for Advance strictly complying with interest thereon at the rate payable by the Borrower under the terms of the Note for Advances which the Borrower is to receive hereunder, computed from the date when the Advance should have been made by the Lender to the date when the Advance is, in fact, made by the Lender and upon the making of any such payment by the Lender to the Borrower, the same shall be treated as an Advance under this Agreement, in the same fashion as any other Advance under the terms conditions of this Agreement. In no event shall The Authority further agrees that any action taken or omitted by the Lender under or in connection with this Agreement or the related draft or documents, if done without willful misconduct or gross negligence, shall be liable effective against the Authority as to the Borrower and/or Guarantorrights, or anyone claiming by, under or through the Borrower and/or Guarantor, for any special, exemplary, punitive or consequential damages, whatever the nature­ duties and obligations of the breach Lender and shall not place the Lender under any liability to the Authority. In furtherance and not in limitation of the terms foregoing, the Lender may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of this Agreement by any notice or information to the Lender, such damages and claims therefore being expressly waived by the Bor­rower and Guarantorcontrary.