Common use of Non-Reliance on the Administrative Agent and Other Purchasers Clause in Contracts

Non-Reliance on the Administrative Agent and Other Purchasers. Each of the Purchasers expressly acknowledges that neither the Administrative Agent, nor any of the Administrative Agent’s officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representations or warranties to it and that no act by the Administrative Agent hereafter taken, including, without limitation, any review of the affairs of the Seller Parties, shall be deemed to constitute any representation or warranty by the Administrative Agent. Each of the Purchasers also represents and warrants to the Administrative Agent and the other Purchasers that it has, independently and without reliance upon any such Person (or any of their Affiliates) and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, prospects, financial and other conditions and creditworthiness of the Seller Parties and made its own decision to enter into this Agreement. Each of the Purchasers also represents that it will, independently and without reliance upon the Administrative Agent or any other Purchaser, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, prospects, financial and other condition and creditworthiness of the Seller Parties. Neither the Administrative Agent nor any Purchaser, nor any of their respective Affiliates, shall have any duty or responsibility to provide any party to this Agreement with any credit or other information concerning the business, operations, property, prospects, financial and other condition or creditworthiness of the Seller Parties which may come into the possession of such Person or any of its respective officers, directors, employees, agents, attorneys-in-fact or affiliates.

Appears in 4 contracts

Samples: Receivables Purchase Agreement (RPM International Inc/De/), Receivables Purchase Agreement (RPM International Inc/De/), Receivables Purchase Agreement (RPM International Inc/De/)

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Non-Reliance on the Administrative Agent and Other Purchasers. Each of the Purchasers expressly acknowledges that neither the Administrative Agent, nor any of the Administrative Agent’s officers, directors, employees, agents, attorneys-in-fact or affiliates has made any representations or warranties to it and that no act by the Administrative Agent hereafter taken, including, without limitation, any review of the affairs of the Seller Parties, shall be deemed to constitute any representation or warranty by the Administrative Agent. Each of the Purchasers also represents and warrants to the Administrative Agent and the other Purchasers that it has, independently and without reliance upon any such Person (or any of their Affiliates) and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, prospects, financial and other conditions and creditworthiness of the Seller Parties and made its own decision to enter into this Agreement. Each of the Purchasers also represents that it will, independently and without reliance upon the Administrative Agent or any other Purchaser, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, prospects, financial and other condition and creditworthiness of the Seller Parties. Neither the Administrative Agent nor any Purchaser, nor any of their respective Affiliates, shall have any duty or responsibility to provide any party to this Agreement with any credit or other information concerning the business, operations, property, prospects, financial and other condition or creditworthiness of the Seller Parties which may come into the possession of such Person or any of its respective officers, directors, employees, agents, attorneys-in-fact or affiliates.

Appears in 3 contracts

Samples: Receivables Purchase Agreement (Borgwarner Inc), Receivables Purchase Agreement (Commercial Metals Co), Receivables Purchase Agreement (Borgwarner Inc)

Non-Reliance on the Administrative Agent and Other Purchasers. Each of the Purchasers expressly acknowledges that neither the Administrative Agent, Agent nor any of the Administrative Agent’s its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representations or warranties to it and that no act by the Administrative Agent hereafter hereinafter taken, including, without limitation, including any review of the affairs of the Seller PartiesTransferor, shall be deemed to constitute any representation or warranty by the Administrative AgentAgent to any such Person. Each of the Purchasers also represents and warrants to the Administrative Agent and the other Purchasers that it has, independently and without reliance upon any such Person (the Administrative Agent or any of their Affiliates) other Purchaser and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, prospects, financial and other conditions condition and creditworthiness of the Seller Parties Transferor, the Collection Agent and the Sellers and made its own decision to enter into this Agreement. Each of the Purchasers also represents that it will, independently and without reliance upon the Administrative Agent or any other Purchaser, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this AgreementAgreement and the other Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, prospects, financial and other condition and creditworthiness of the Seller PartiesTransferor, the Collection Agent and the Sellers. Neither Except for notices, reports and other documents expressly required to be furnished to the Purchasers by the Administrative Agent nor any Purchaserhereunder, nor any of their respective Affiliates, the Administrative Agent shall have any no duty or responsibility to provide any party to this Agreement Purchaser with any credit or other information concerning the business, operations, property, prospectscondition (financial or otherwise), financial and other condition prospects or creditworthiness of the Seller Parties Transferor, the Collection Agent or the Sellers which may come into the possession of such Person the Administrative Agent or any of its respective officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.

Appears in 2 contracts

Samples: Receivables Transfer Agreement (Trimas Corp), Receivables Transfer Agreement (Trimas Corp)

Non-Reliance on the Administrative Agent and Other Purchasers. Each of the Purchasers expressly acknowledges that neither the Administrative Agent, Agent nor any of the Administrative Agent’s other Purchasers, or any of the respective officers, directors, employees, agents, attorneys-in-fact or affiliates of any of the foregoing has made any representations or warranties to it and that no act by the Administrative Agent or any other Purchaser hereafter taken, including, without limitation, any review of the affairs of the Seller Parties, shall be deemed to constitute any representation or warranty by the Administrative AgentAgent or any Purchaser. Each of the Purchasers also represents and warrants to the Administrative Agent and the other Purchasers that it has, independently and without reliance upon any such Person (or any of their Affiliates) and based on such documents and information as it has deemed appropriate, made its own appraisal of of, and investigation into into, the business, operations, property, prospects, financial and other conditions and creditworthiness of the Seller Parties and made its own decision to enter into this Agreement. Each of the Purchasers also represents that it will, independently and without reliance upon the Administrative Agent or any other Purchaser, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, prospects, financial and other condition and creditworthiness of the Seller Parties. Neither the Administrative Agent nor any Purchaserof the Purchasers, nor any of their respective Affiliates, shall have any duty or responsibility to provide any party to this Agreement with any credit or other information concerning the business, operations, property, prospects, financial and other condition or creditworthiness of the Seller Parties which may come into the possession of such Person or any of its respective officers, directors, managers, employees, agents, attorneys-in-fact or affiliates.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Pool Corp), Receivables Purchase Agreement (Pool Corp)

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Non-Reliance on the Administrative Agent and Other Purchasers. Each of the Purchasers expressly acknowledges that neither the Administrative Agent, Agent nor any of the Administrative Agent’s its officers, directors, employees, agents, attorneys-in-fact or affiliates Affiliates has made any representations or warranties to it and that no act by the Administrative Agent hereafter hereinafter taken, including, without limitation, including any review of the affairs of the Seller PartiesTransferor, shall be deemed to constitute any representation or warranty by the Administrative AgentAgent to any such Person. Each of the Purchasers also represents and warrants to the Administrative Agent and the other Purchasers that it has, independently and without reliance upon any such Person (the Administrative Agent or any of their Affiliates) other Purchaser, and based on such documents and information as it has deemed appropriate, made its own appraisal of and investigation into the business, operations, property, prospects, financial and other conditions condition and creditworthiness of the Seller Parties Transferor and the Collection Agent and made its own decision to enter into this Agreement. Each of the Purchasers also represents that it will, independently and without reliance upon the Administrative Agent or any other Purchaser, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this AgreementAgreement and the other Transaction Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, prospects, financial and other condition and creditworthiness of the Seller PartiesTransferor, the Collection Agent and the Sellers. Neither Except for notices, reports and other documents expressly required to be furnished to the Purchasers by the Administrative Agent nor any Purchaserhereunder, nor any of their respective Affiliates, the Administrative Agent shall have any no duty or responsibility to provide any party to this Agreement Purchaser with any credit or other information concerning the business, operations, property, prospectscondition (financial or otherwise), financial and other condition prospects or creditworthiness -45- of the Seller Parties Transferor, the Collection Agent or the Sellers which may come into the possession of such Person the Administrative Agent or any of its respective officers, directors, employees, agents, attorneys-in-fact or affiliatesAffiliates.

Appears in 1 contract

Samples: Receivables Transfer Agreement (Metaldyne Corp)

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