Common use of LIABILITY TO PERFORM Clause in Contracts

LIABILITY TO PERFORM. It is expressly agreed that the Assignor shall remain liable to observe and perform all of the conditions and obligations assumed by it in respect of its Assigned Receivables and the underlying contracts and/or agreements supporting such Assigned Receivables as entered into between the Assignor and its Assigned Debtors. Each Assignee and the Security Agent shall not have any liability in connection with, or arising out of, this Master Agreement other than under Clause 13 to the extent that any such liability under such Clause 13 is found in a final, non-appealable judgment by a court of competent jurisdiction to have resulted from such Assignee’s or the Security Agent’s gross negligence or wilful misconduct, as the case may be. The Assignees and the Security Agent shall not be required in any manner to perform or fulfil any obligation of the Assignor in respect of Assigned Receivables and the underlying contracts and/or agreements supporting the Assigned Receivables entered into between the Assignor and the Assigned Debtors, or to make any payment or to present or file any claim or take any other action to collect or enforce the payment of any amount to which they may have been or to which they may be entitled hereunder at any time or times.