Acting on instructions. Where there is any reference in this Agreement or any other Finance Document to the Agent acting reasonably or properly, or doing an act or coming to a determination, opinion or belief that is reasonable or proper, or any similar or analogous reference, the Agent shall, where it has sought such instructions from the Majority Lenders, be deemed to be acting reasonably and properly or doing an act or coming to a determination, opinion or belief that is reasonable if the Agent acts in accordance with, the express instructions of the Majority Lenders. Where there is in this Agreement or any other Finance Document a provision to the effect that the Agent is not to unreasonably withhold or delay its consent or approval, the Agent shall be deemed not to have so unreasonably withheld or delayed its consent or approval if the withholding or delay is caused by express instructions being sought from the Majority Lenders with respect to such matters and it is not unreasonable for the Majority Lenders to withhold or delay giving their consent or approval.
Appears in 2 contracts
Sources: Fifth Amendment and Restatement Agreement, Facility Agreement