Common use of Responsibility of Issuing Lender Clause in Contracts

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 shall be deemed to prejudice the right of any Participant to recover from the Issuing Lender any amounts made available by such Participant to the Issuing Lender pursuant to this Section 2.3 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 5 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any Participant to recover from the Issuing Lender any amounts made available by such Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders -------------------------------- that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing -------- ------- set forth in this Section 2.3 2.6 shall be deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.6 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be -------- ------- deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the each Issuing Lender hereunder to the Participants Revolving Lenders are only those expressly set forth in this Credit Agreement and that the each Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any Participant Revolving Lender to recover from the relevant Issuing Lender any amounts made available by such Participant Revolving Lender to the such Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, -------- however, that nothing set forth in this Section 2.3 2.2 shall be deemed to ------- prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Revolving Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any Participant Revolving Lender to recover from the Issuing Lender any amounts made available by such Participant Revolving Lender to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 shall be -------- ------- deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Banks are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that -------- ------- nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any Participant Bank to recover from the Issuing Lender any amounts made available by such Participant Bank to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, -------- ------- that nothing set forth in this Section 2.3 2.6 shall be deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.6 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 4.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing -------- ------- set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Revolving Loan Lenders that the obligations of the an Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the an Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 shall be deemed to prejudice the right of any LOC Participant to recover from the DB1/ 97661265.5 an Issuing Lender any amounts made available by such LOC Participant to the such Issuing Lender pursuant to this Section 2.3 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the such Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 5 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 4 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 4.02 have been satisfied unless it shall have acquired actual ------------ knowledge that any such condition precedent has not been satisfied; provided, -------- however, that nothing set forth in this Section 2.3 2.02 shall be deemed to ------- ------------ prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.02 in ------------ the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Revolving Loan Lenders that the obligations of the an Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the an Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 shall be deemed to prejudice the right of any LOC Participant to recover from the an Issuing Lender any amounts made available by such LOC Participant to the such Issuing Lender pursuant to this Section 2.3 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the such Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; providedPROVIDED, howeverHOWEVER, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly -------------------------------- understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be -33- deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Tranche A Lenders are only those expressly set forth in this Credit Amended Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 4.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 shall be deemed to prejudice the right of any Participant Tranche A Lender to recover from the Issuing Lender any amounts made available by such Participant Tranche A Lender to the Issuing Lender pursuant to this Section 2.3 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, -------- ------- that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the issuance of or payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the LOC Participants are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.2 shall be deemed to prejudice the right of any LOC Participant to recover from the Issuing Lender any amounts made available by such LOC Participant to the Issuing Lender pursuant to this Section 2.3 2.2 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Revolving Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.

Responsibility of Issuing Lender. (i) It is expressly understood and -------------------------------- agreed as between the Lenders that the obligations of the Issuing Lender hereunder to the Participants Lenders are only those expressly set forth in this Credit Agreement and that the Issuing Lender shall be entitled to assume that the conditions precedent set forth in Section 5.2 have been satisfied unless it shall have acquired actual knowledge that any such condition precedent has not been satisfied; provided, however, that nothing set forth in this Section 2.3 2.6 shall be ------- ------- deemed to prejudice the right of any Participant Lender to recover from the Issuing Lender any amounts made available by such Participant Lender to the Issuing Lender pursuant to this Section 2.3 2.6 in the event that it is determined by a court of competent jurisdiction that the payment with respect to a Letter of Credit constituted gross negligence or willful misconduct on the part of the Issuing Lender.