Powers. The Administrative Agent shall have and may exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of each thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties to the Lenders, or any obligation to the Lenders to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.

Powers. The Administrative Agent shall have and may exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of each thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties or fiduciary duties to the Lenders, or any obligation to the Lenders to take any action thereunderhereunder or under any of the other Loan Documents except any action specifically provided by the Loan Documents required to be taken by the Administrative Agent.

Powers. The Administrative Agent shall have and may exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of each thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties or fiduciary duties to the Lenders, or any obligation to the Lenders to take any action thereunderhereunder or under any of the other Loan Documents except any action specifically provided by the Loan Documents required to be taken by the Administrative Agent.

Powers. The Administrative Agent shall have and may exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of each thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties to the Lenders,[[Organization B:Organization]], or any obligation to the Lenders[[Organization B:Organization]] to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.

Powers. The Administrative Agent shall have only those duties and responsibilities that are expressly specified herein and the other Loan Documents to which it is a party. The Administrative Agent may exercise such powerspowers, rights and remedies and perform such duties by or through its agents or employees. The Administrative Agent’s duties hereunder shall be entirely administrative in nature. The Administrative Agent # is not assuming any obligation under theany Loan DocumentsDocument other than as are specifically delegatedexpressly set forth therein and # shall not have implied functions, responsibilities, duties, obligations or other liabilities under any Loan Document, and each Lender hereby waives and agrees not to assert any claim against the Administrative Agent based on the roles, duties and legal relationships expressly disclaimed in this or the immediately preceding sentence or in [Section 8.03]. The Administrative Agent shall not have, by reason hereof or any of the other Loan Documents, a fiduciary relationship in respect of any Lender; and nothing herein or any of the Loan Documents, expressed or implied, is intended to or shall be so construed as to impose upon the Administrative Agent any obligations in respect hereof or any of the other Loan Documents except as expressly set forth herein or therein. Any action taken by the termsAdministrative Agent in reliance upon the instructions of each thereof,the Required ​ (or, where so required by [Section 9.01], such greater proportion of ​) and the exercise by the Administrative Agent of the powers set forth herein or in the other Loan Documents, together with such other powers as are reasonably incidental thereto. The Administrative Agentthereto, shall have no implied duties tobe authorized and binding upon all of the Lenders, or any obligation to the Lenders to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.Secured Parties.

Powers. TheEach Lender hereby irrevocably appoints, designates and authorizes the Administrative Agent shall haveto take such action on its behalf under the provisions of this Agreement and mayeach other Loan Document and to exercise such powers under the Loan Documentsand perform such duties as are specificallyexpressly delegated to the Administrative Agentit by the terms of each thereof,this Agreement or any other Loan Document, together with such powers as are reasonably incidental thereto. TheNotwithstanding any provision to the contrary contained elsewhere herein or in any other Loan Document, the Administrative Agent shall not have no impliedany duties toor responsibilities, except those expressly set forth herein, nor shall the Lenders, or any obligation to the Lenders to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.

Powers. The Administrative Agent shall have and may exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of each thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties to the Lenders,[[Organization B:Organization]], or any obligation to the Lenders[[Organization B:Organization]] to take any action thereunderhereunder or under any other Loan Document except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.

Powers. TheEach Lender hereby irrevocably appoints, designates and authorizes the Administrative Agent shall haveto take such action on its behalf under the provisions of this Agreement and mayeach other Loan Document and to exercise such powers under the Loan Documentsand perform such duties as are specificallyexpressly delegated to the Administrative Agentit by the terms of each thereof,this Agreement or any other Loan Document, together with such powers as are reasonably incidental thereto. TheNotwithstanding any provision to the contrary contained elsewhere herein or in any other Loan Document, the Administrative Agent shall not have any duties or responsibilities, except those expressly set forth herein, nor shall the Administrative Agent have or be deemed to have any fiduciary relationship with any Lender or participant, and no implied dutiescovenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or any other Loan Document or otherwise exist against the Administrative Agent. Without limiting the generality of the foregoing sentence, the use of the term “agent” herein and in the other Loan Documents with reference to the Lenders,Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any obligationapplicable Law. Instead, such term is used merely as a matter of market custom, and is intended to the Lenders to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.create or reflect only an administrative relationship between independent contracting parties.

Powers. TheLoan Documents and authorizes the Administrative Agent shall haveto take such actions on its behalf and mayto exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of eachhereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article are solely for the benefit of the Administrative Agent and the Lenders and neither the Borrower nor any other Loan Party shall have no implied duties to the Lenders, orrights as a third party beneficiary of any obligation to the Lenders to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.of such provisions.

Powers.Delegation of Duties. The Administrative Agent may perform any and all of its duties and exercise its rights and powers hereunder or under any other Loan Document by or through any one or more sub-agents appointed by the Administrative Agent. The Administrative Agent and any of its sub-agents may perform any and all of its duties and exercise its rights and powers by or through its respective Related Parties. The exculpatory provisions of this Article shall apply to any such sub-agent and to the Related Parties of the Administrative Agent and any such sub-agent, and shall apply to their respective activities in connection with the syndication of the credit facilities provided for herein as well as activities as Administrative Agent. The Administrative Agent shall have and may exercise such powers undernot be responsible for the Loan Documents as are specifically delegated to the Administrative Agentnegligence or misconduct of any agents or attorneys-in-fact selected by the terms of each thereof, togetherit with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties to the Lenders, or any obligation to the Lenders to take any action thereunder except any action specifically provided by the Loan Documents to be taken by the Administrative Agent.reasonable care.