Common use of Acting on Instructions; Unclear Instructions Clause in Contracts

Acting on Instructions; Unclear Instructions. (a) Customer authorizes Bank to accept and act upon any Instructions received by it without inquiry. Customer will indemnify the Bank Indemnitees against, and hold each of them harmless from, any Liabilities that may be imposed on, incurred by, or asserted against the Bank Indemnitees as a result of any action or omission taken in reliance on Instructions in the absence of Bank's bad faith or willful misconduct. Further, it is understood that Bank shall remain responsible for its proper execution of those Instructions without negligence. (b) Unless otherwise expressly provided, all Instructions will continue in full force and effect until canceled or superseded. (c) Bank may (in its sole discretion and without affecting any part of this Section 3.1), when reasonably necessary, seek clarification or confirmation of an Instruction from an Authorized Person and may decline to act upon an Instruction if it does not receive clarification or confirmation satisfactory to it. Bank will not be liable for any loss arising from any delay while it seeks such clarification or confirmation. (d) In executing or paying a payment order Bank may rely upon the identifying number (e.

Acting on Instructions; Unclear Instructions. (a) Customer authorizes and Fund authorize Bank to accept and act upon any Instructions received by it without inquiry. Customer will and Fund agree, jointly and severally, to indemnify the Bank Indemnitees against, and hold each of them harmless from, any Liabilities that may be imposed on, incurred by, or asserted against the Bank Indemnitees as a result of any action or omission taken in reliance on accordance with any Instructions in or other directions upon which Bank is authorized to rely under the absence terms of Bank's bad faith or willful misconduct. Further, it is understood that Bank shall remain responsible for its proper execution of those Instructions without negligencethis Agreement. (b) Unless otherwise expressly provided, all Instructions will continue in full force and effect until canceled or superseded. (c) Bank may (in its sole discretion and without affecting any part of this Section 3.1), when reasonably necessary, ) seek clarification or confirmation of an Instruction from an Authorized Person and may decline to act upon an Instruction if it does not receive clarification or confirmation satisfactory to it. Bank will not be liable for any loss arising from any delay while it seeks such clarification or confirmation. (d) In executing or paying a payment order Bank may rely upon the identifying number (e.e.g. Fedwire routing number or account) of any party as instructed in the payment order. Customer and Fund assume full responsibility for any inconsistency between the name and identifying number of any party in payment orders issued to Bank in Customer’s or Fund’s name.