Collateral Agent’s Calculations. In making the determinations and allocations required by Section 3.4, the Collateral Agent may conclusively rely upon information supplied by the applicable holders of External Sharing Debt as to the amounts of unpaid principal and interest and other amounts outstanding with respect to the External Sharing Debt Obligations held by such holders and information supplied by the Administrative Agent as to the amounts of unpaid principal and interest and other amounts outstanding with respect to the Borrower Obligations, and the Collateral Agent shall have no liability to any of the Secured Parties for actions taken in reliance on such information, provided that nothing in this sentence shall prevent any Grantor from contesting any amounts claimed by any Secured Party in any information so supplied. In addition, for purposes of making the allocations required by Section 3.4 with respect to any amount that is denominated in any currency other than Dollars, the Collateral Agent shall, on the applicable Distribution Date, convert such amount into an amount of Dollars based upon the relevant Exchange Rate as of a recent date specified by the Collateral Agent in its reasonable discretion. All distributions made by the Collateral Agent pursuant to Section 3.4 shall be (subject to any decree of any court of competent jurisdiction) final (absent manifest error), and the Collateral Agent shall have no duty to inquire as to the application by the Administrative Agent or any holder of External Sharing Debt of any amounts distributed to them.
Appears in 2 contracts
Sources: Collateral Sharing Agreement (Lucent Technologies Inc), Collateral Sharing Agreement (Lucent Technologies Inc)
Collateral Agent’s Calculations. In making the determinations and allocations required by Section 3.4, the Collateral Agent may conclusively rely upon information supplied by the applicable holders of External Sharing Debt as to the amounts of unpaid principal and interest and other amounts outstanding with respect to the External Sharing Debt Obligations held by such holders and information supplied by the Administrative Agent as to the amounts of unpaid principal and interest and other amounts outstanding with respect to the Borrower Obligations, and the Collateral Agent shall have no liability to any of the Secured Parties for actions taken in reliance on such information, provided that nothing in this sentence shall prevent any Grantor from contesting any amounts claimed by any Secured Party in any information so supplied. In addition, for purposes of making the allocations required by Section 3.4 with respect to any amount that is denominated in any currency other than Dollarsdollars, the Collateral Agent shall, on the applicable Distribution Date, convert such amount into an amount of Dollars dollars based upon the relevant Exchange Rate as of a recent date specified by the Collateral Agent in its reasonable discretion. All distributions made by the Collateral Agent pursuant to Section 3.4 shall be (subject to any decree of any court of competent jurisdiction) final (absent manifest error), and the Collateral Agent shall have no duty to inquire as to the application by the Administrative Agent or any holder of External Sharing Debt of any amounts distributed to them.
Appears in 1 contract
Sources: Collateral Sharing Agreement (Lucent Technologies Inc)