Disruption to Payment Systems etc Sample Clauses: 644 Samples

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 7 contracts

Sources: Notes Purchase Agreement (Membership Collective Group Inc.), Senior Revolving Facility Agreement (Nord Anglia Education, Inc.), Revolving Facility Agreement (Nord Anglia Education, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.9; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 6 contracts

Sources: Facility Agreement, Facility Agreement, Facility Agreement (Hoegh LNG Partners LP)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 5 contracts

Sources: Facility Agreement (Bristow Group Inc.), Facility Agreement (Bristow Group Inc.), Facility Agreement (Bristow Group Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 46 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~40.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 4 contracts

Sources: Facilities Agreement (StarTek, Inc.), Facilities Agreement (StarTek, Inc.), Facilities Agreement (StarTek, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 4 contracts

Sources: Credit Facility Agreement (Gold Fields LTD), Credit Facility Agreement (Sibanye Gold LTD), Credit Facility Agreement (Sibanye Gold LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without ~~limitation~~ limitation, for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.12; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 4 contracts

Sources: Facility Agreement (Marine Harvest ASA), Facility Agreement (Marine Harvest ASA), Facility Agreement (Marine Harvest ASA)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 33 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~27.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 3 contracts

Sources: Bridge Facility Agreement (Smurfit WestRock LTD), Facility Agreement (Ses S.A.), Facilities Agreement

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without ~~limitation~~ limitation, for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 3 contracts

Sources: Facility Agreement (WNS (Holdings) LTD), Facility Agreement (WNS (Holdings) LTD), Facility Agreement (WNS (Holdings) LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 3 contracts

Sources: Facility Agreement (Rockwood Specialties Group Inc), Facility Agreement (Rockwood Specialties Group Inc), Facility Agreement (Rockwood Specialties Group Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its ~~discretion)~~ discretion that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: ~~(a)~~ 28.11.1 the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the ~~Facility~~ Loan as the Agent may deem necessary in the circumstances; ~~(b)~~ 28.11.2 the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in ~~paragraph (a)~~ Clause 28.11.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to any such changes; ~~(c)~~ 28.11.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 28.11.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 28.11.4 any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (~~Amendments~~ Amendments, Waivers and ~~Waivers~~Consents); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Secured Loan Agreement, Secured Loan Agreement (HC2 Holdings, Inc.)

Disruption to Payment Systems etc. If either the ~~Agent~~ Lender determines (in its discretion) that a Disruption Event has occurred or the ~~Agent~~ Lender is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the ~~Agent~~ Lender may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the ~~Agent~~ Lender may deem necessary in the circumstances; (b) the ~~Agent~~ Lender shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the ~~Agent~~ Lender and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 10.7 (Amendments and Waivers);; and (ed) the ~~Agent~~ Lender shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the ~~Agent~~Lender) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above~~10.1.8.

Appears in 2 contracts

Sources: Term Facility Agreement (Grindrod Shipping Holdings Ltd.), Term Facility Agreement (Grindrod Shipping Holdings Ltd.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Revolving Facility Agreement (South Texas Supply Company, Inc.), Revolving Facility Agreement (South Texas Supply Company, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Multicurrency Revolving Facility Agreement (Markit Ltd.), Facility Agreement (Imerys S.A.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Facility Agreement (Delhaize Group), Facility Agreement (Delhaize Group)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: ~~(a)~~ 9.10.1 the Agent ~~may, and~~ shall ~~if requested to do so by the Company,~~ consult with the ~~Company with a view~~ Parent and shall use reasonable endeavours to ~~agreeing~~ agree with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may reasonably deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) 9.10.2 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 9.10.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 9.10.3 any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 25 (Amendments and Waivers); ~~(e)~~ 9.10.4 the Agent shall not be liable for any damages, costs or losses whatsoever ~~(including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent)~~ arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~9.10 provided that any decision to act, or not to act, was taken in good faith; and ~~(f)~~ 9.10.5 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause 9.10.4 above.

Appears in 2 contracts

Sources: Revolving Credit Facility Agreement (British American Tobacco p.l.c.), Revolving Credit Facility (British American Tobacco p.l.c.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Facility Agreement (InterXion Holding N.V.), Facility Agreement (InterXion Holding N.V.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Obligors that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Obligors, consult with the ~~Company~~ Obligors with a view to agreeing with the ~~Company~~ Obligors such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Obligors in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Obligors shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Facility Agreement (DHT Holdings, Inc.), Facility Agreement (DHT Holdings, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Term Loan Facility Agreement (DHT Holdings, Inc.), Term Loan Facility Agreement (DHT Holdings, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Secured Facilities Agreement (Solutia Inc), Secured Facilities Agreement (Solutia Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 46 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~40.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Amendment and Restatement Agreement (Rockwood Holdings, Inc.), Amendment and Restatement Agreement (Rockwood Holdings, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Issuer that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Issuer, consult with the ~~Company~~ Issuer with a view to agreeing with the ~~Company~~ Issuer such changes to the operation or administration of ~~the Facility~~ this Agreement as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Issuer in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Issuer shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 42 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (~~including, without limitation~~ including for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~36.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Note Subscription Agreement (CorpAcq Group PLC), Note Subscription Agreement (CorpAcq Group PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 45 (~~Amendments and Waivers~~Amendments); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~35.6; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Senior Facilities Agreement (Buhrmann Nv), Senior Facilities Agreement (Corporate Express N.V.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 43 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~37.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Term Facility Agreement (Manchester United PLC), Term Facility Agreement (Manchester United PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Facility Agreement (Aon Corp), Facility Agreement (Aon Corp)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of ~~Clause 39~~ clause 42 (Amendments and ~~Waivers~~grant of waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 2 contracts

Sources: Facility Agreement (GasLog Ltd.), Facility Agreement (GasLog Ltd.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by ~~the Company~~ Holdco that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by ~~the Company~~▇▇▇▇▇▇, consult with ~~the Company~~ ▇▇▇▇▇▇ with a view to agreeing with ~~the Company~~ Holdco any such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances;; (b) the Agent shall not be obliged to consult with ~~the Company~~ ▇▇▇▇▇▇ in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and ~~the Company~~ Holdco shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Unsecured NGN Term Facility Agreement (IHS Holding LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has ~~occurred:~~occurred:- ~~(a)~~ 32.11.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; ~~(b)~~ 32.11.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a)~~ Clause 32.11.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 32.11.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 32.11.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 32.11.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); ~~(e)~~ 32.11.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.11; and ~~(f)~~ 32.11.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause 32.11.4 above.

Appears in 1 contract

Sources: Revolving Facility Agreement (Penske Automotive Group, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~27.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Amendment and Restatement Agreement (Ferguson PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Multicurrency Revolving Facility Agreement (Innospec Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Term Facilities Agreement (NeoGames S.A.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: ~~(a)~~ 41.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; ~~(b)~~ 41.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a)~~ Clause 41.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 41.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 41.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 41.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 49 (Amendments and Waivers); ~~(e)~~ 41.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~41; and ~~(f)~~ 41.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause 41.4 above.

Appears in 1 contract

Sources: Credit Agreement (Axa Financial Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company with a view to agreeing with the Company~~ Borrower regarding such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Term Facility Agreement (CGG Veritas)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 40 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~34.12; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Facilities Agreement (OpSec Holdings)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: ~~(a)~~ 33.10.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; ~~(b)~~ 33.10.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a)~~ Clause 33.10.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 33.10.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 33.10.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 33.10.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and ~~Waivers~~waivers); ~~(e)~~ 33.10.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, ~~without limitation~~ for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11; and~~ 33.10 (~~f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.~~

Appears in 1 contract

Sources: Junior Credit Agreement (Endeavour International Corp)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Best Buy Co Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~33.9; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Guarantee Facility Agreement (UTAC Holdings Ltd.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Revolving Facility Agreement (Ferguson PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: ~~(a)~~ 30.12.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; ~~(b)~~ 30.12.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a)~~ Clause 30.11.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes;; Sibanye ZAR RCF ~~(c)~~ 30.12.3 the Agent ~~may~~ shall consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances~~Clause 30.11.1; ~~(d)~~ 30.12.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); ~~(e)~~ 30.12.5 the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.11; and ~~(f)~~ 30.12.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause 30.11.4 above.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Sibanye Stillwater LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Term Facility Agreement (Tongjitang Chinese Medicines Co)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facilities Agreement (Syngenta Ag)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (NORDIC AMERICAN TANKERS LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Multicurrency Revolving Credit and Guarantee Facility Agreement (Subsea 7 S.A.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a~~clause 34.11(a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the other Finance Parties in relation to any changes mentioned in ~~paragraph (a~~clause 34.11(a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of ~~Clause 39~~ clause 40 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this ~~Clause 33.11~~clause 34.11; and (f) the Agent shall notify the other Finance Parties of all changes agreed pursuant to ~~paragraph (d~~clause 34.11(d) above.

Appears in 1 contract

Sources: Senior Facilities Agreement (Luxfer Holdings PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a~~clause 29.10(a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph~~ clause 29.10 (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of ~~Clause 39~~ clause 35 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this ~~Clause 33.11~~clause 29.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d) above~~clause 29.10(d).

Appears in 1 contract

Sources: Backstop Facility Agreement

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrowers that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Borrowers, consult with the ~~Company~~ Borrowers with a view to agreeing ~~with the Company~~ such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Borrowers in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Borrowers shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 41 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~34.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Navios Maritime Partners L.P.)

Disruption to Payment Systems etc. If either the Facility Agent determines (in its discretion) that a Disruption Event has occurred or the Facility Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: ~~(a)~~ 31.10.1 the Facility Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Facility Agent may deem necessary in the circumstances; ~~(b)~~ 31.10.2 the Facility Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned ~~in paragraph (a)~~ Clause 31.10.1 if, in ~~its~~ their opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 31.10.3 the Facility Agent ~~may~~ shall consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances~~Clause 31.10.1; ~~(d)~~ 31.10.4 any such changes agreed upon by the Facility Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); ~~(e)~~ 31.10.5 the Facility Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Facility Agent) arising as a result of ~~its~~ their taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.10 (Disruption to payment systems etc.); and ~~(f)~~ 31.10.6 the Facility Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d) above~~Clause 31.10.

Appears in 1 contract

Sources: Facility Agreement (Powerfleet, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facilities Agreement (Noble International, Ltd.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (aA) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (bB) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (aA) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (cC) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (aA) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (dD) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 40 (Amendments and ~~Waivers~~waivers); (eE) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~34.11; and (fF) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (dD) above.

Appears in 1 contract

Sources: Multicurrency Revolving Facility Agreement (Endava PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred~~: (a)~~ : the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances~~; (b)~~ ; the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes~~; (c)~~ ; the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances~~; (d)~~ ; any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 33 (Amendments and Waivers)~~; (e)~~ ; the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (~~including, without limitation~~ including for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~27.12; ~~and (f)~~ and the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (de) above.

Appears in 1 contract

Sources: Facility Agreement

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Software AG, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes;; Table of Contents (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Bridge Facility Agreement (Gold Fields LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of ~~Clause 39~~ clause 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this ~~Clause 33.11~~clause 31.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Revolving Credit Facility Agreement (Enstar Group LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Bridge Facility Agreement (Ses S.A.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~33.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Facilities Agreement (Anheuser-Busch InBev S.A.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (~~including, without limitation~~ including for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Secured Facility Agreement (Amkor Technology, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 33 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Synnex Corp)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Multicurrency Revolving Facility Agreement (Tercica Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes;; 124 (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 41 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~35.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Revolving Facility Agreement (Manchester United PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) ~~the~~ Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Solutia Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (InterXion Holding N.V.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred:: 28. ~~(a)~~ 9.1. the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances;; 28. ~~(b)~~ 9.2. the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in ~~paragraph (a)~~ Clause 28.9.1 above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes;; 28. ~~(c)~~ 9.3. the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 28. 9.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances;; 28. ~~(d)~~ 9.4. any such changes agreed upon by the Agent (acting on the instruction of the Majority Lenders) and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Drdgold LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company or the Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for ~~negligence, gross~~ negligence or any other category of liability whatsoever but not including any claim based on the gross negligence, wilful misconduct or fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Smithfield Foods Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 43 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~37.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Revolving Facilities Agreement (Manchester United Ltd.)

Appears in 1 contract

Sources: Notes Purchase Agreement (Membership Collective Group Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Credit Facilities Agreement (Gold Fields LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Revolving Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its ~~opinion~~opinion (acting reasonably), it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause 33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Super Senior Revolving Credit Facilities Agreement (Atento S.A.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Amendment and Restatement Agreement (Genesco Inc)

Appears in 1 contract

Sources: Unsecured NGN Revolving Credit Facility Agreement (IHS Holding LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 41 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~35.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Super Senior Revolving Facility Agreement (Orion Engineered Carbons S.a r.l.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: ~~(a)~~ 41.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; ~~(b)~~ 41.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a)~~ Clause 41.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 41.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 42.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 41.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 49 (Amendments and Waivers); ~~(e)~~ 41.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~41; and ~~(f)~~ 41.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause41.4 above.

Appears in 1 contract

Sources: Credit Agreement (Axa Financial Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 33 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Synnex Corp)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: ~~(a)~~ 9.10.1 the Agent ~~may, and~~ shall ~~if requested to do so by the Company,~~ consult with the ~~Company with a view~~ Parent and shall use reasonable endeavours to ~~agreeing~~ agree with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may reasonably deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) 9.10.2 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 9.10.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 9.10.3 any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 25 (Amendments and Waivers); ~~(e)~~ 9.10.4 the Agent shall not be liable for any damages, costs or losses whatsoever ~~(including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent)~~ arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~9.10 provided that any decision to act, or not to act, was taken in good faith; and ~~(f)~~ 9.10.5 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause 9.10.3 above.

Appears in 1 contract

Sources: Term Loan Agreement (British American Tobacco p.l.c.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company or the Borrower that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for ~~negligence, gross~~ negligence or any other category of liability whatsoever but not including any claim based on the gross negligence, wilful misconduct or fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Credit Agreement (Smithfield Foods Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Term Credit Facility Agreement (Axian Telecom)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (VTTI Energy Partners LP)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Notes as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a‎(a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a‎(a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 ‎‎39 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (~~including, without limitation~~ including for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~‎‎33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d‎(d) above.

Appears in 1 contract

Sources: Senior Notes Purchase Agreement (Inspired Entertainment, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower that a Disruption Event has occurred: ~~(a)~~ 31.10.1 the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of ~~the~~ a Facility as the Agent may deem necessary in the circumstances; ~~(b)~~ 31.10.2 the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 31.10.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph ~~(a)~~ 31.10.1 above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 31.10.4 any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 37 (Amendments and ~~Waivers~~waivers);; and ~~(e)~~ 31.10.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11; and~~31.10. ~~(f)~~ 31.10.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph ~~(d)~~ 31.10.4 above.

Appears in 1 contract

Sources: Facilities Agreement (Elbit Imaging LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (ba) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (cb) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (dc) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (ed) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.10; and (fe) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facilities Agreement (Innospec Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~31.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Facilities Agreement (Alliance Data Systems Corp)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance ~~Documents~~ Documents, notwithstanding the provisions of Clause 39 34 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without ~~limitation~~ limitation, for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Revolving Senior Secured Credit Facility Agreement (Gold Fields LTD)

Disruption to Payment Systems etc. If ~~either~~ the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its ~~opinion~~opinion (acting reasonably and in good faith), it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (~~including, without limitation~~ including for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Facilities Agreement (Atlas Investissement)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Term and Revolving Facilities Agreement (Melrose PLC)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Obligors’ Agent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facilities Agreement (Borse Dubai LTD)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: ~~(a)~~ 32.11.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; ~~(b)~~ 32.11.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in ~~paragraph (a)~~ Clause 32.11.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 32.11.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 32.11.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 32.11.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); ~~(e)~~ 32.11.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.10.2; and ~~(f)~~ 32.11.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d) above~~Clause 32.11.4.

Appears in 1 contract

Sources: Term Loan and Multicurrency Revolving Facilities Agreement (AVG Technologies N.V.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~33.12; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Rockwood Holdings, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.10; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (InterXion Holding N.V.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has ~~occurred:~~occurred:- ~~(a)~~ 35.11.1 the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; ~~(b)~~ 35.11.2 the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in ~~paragraph (a)~~ Clause 35.11.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 35.11.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in ~~paragraph (a)~~ Clause 35.11.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 35.11.4 any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 41 (Amendments and Waivers); ~~(e)~~ 35.11.5 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~35.11; and ~~(f)~~ 35.11.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to ~~paragraph (d)~~ Clause 35.11.4 above.

Appears in 1 contract

Sources: Multicurrency Facility Agreement (Gulfmark Offshore Inc)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 42 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~36.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Senior Term and Revolving Facilities Agreement (Inspired Entertainment, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a‎(a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a‎(a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 ‎‎39 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (~~including, without limitation~~ including for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~‎‎33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d‎(d) above.

Appears in 1 contract

Sources: Senior Facilities Agreement (Inspired Entertainment, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Parent that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the ~~Company~~Parent, consult with the ~~Company~~ Parent with a view to agreeing with the ~~Company~~ Parent such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the ~~Company~~ Parent in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the ~~Company~~ Parent shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 35 (Amendments and ~~Waivers~~waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~29.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Supplemental Agreement (Innospec Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~30.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Term Loan Facility Agreement (Amc Entertainment Holdings, Inc.)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the ~~Facility~~ Facilities as the Agent may deem necessary in the circumstances; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 38 (Amendments and Waivers); (e) the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for ~~negligence, gross~~ negligence or any other category of liability whatsoever but not including any claim based on the fraud or gross negligence of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~32.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Facility Agreement (Whirlpool Corp /De/)

Disruption to Payment Systems etc. ‌ If ~~either~~ the Agent either determines (in its discretion) that a Disruption Event has occurred or ~~the Agent~~ is notified by the Company that a Disruption Event has occurred: ~~(a)~~ 28.11.1 the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the ~~circumstances;~~circumstances;‌ ~~(b)~~ 28.11.2 the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph ~~(a)~~ 28.11.1 if, in its reasonable opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ~~(c)~~ 28.11.3 the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph ~~(a)~~ 28.11.1 but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ~~(d)~~ 28.11.4 any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 34 (Amendments and ~~Waivers);~~waivers);‌ ~~(e)~~ 28.11.5 the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~28.11; and ~~(f)~~ 28.11.6 the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph ~~(d)~~ 28.11.4 above.

Appears in 1 contract

Sources: Facility Agreement

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the ~~Company~~ Borrower or a Lender that a Disruption Event has occurred: ~~(a)~~ 30.11.1 the Agent may, and shall if requested to do so by the ~~Company~~Borrower, consult with the ~~Company~~ Borrower with a view to agreeing with the ~~Company~~ Borrower such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; ~~(b)~~ 30.11.2 the Agent shall not be obliged to consult with the ~~Company~~ Borrower in relation to any changes mentioned in paragraph ~~(a)~~ 30.11.1 if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; (d) 30.11.3 any such changes agreed upon by the Agent and the ~~Company~~ Borrower shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 36 (Amendments and Waivers);; and ~~(e)~~ 30.11.4 the Agent shall not be liable for any damages, costs or losses whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11; and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above~~30.11.

Appears in 1 contract

Sources: Facility Agreement (Central European Distribution Corp)

Disruption to Payment Systems etc. If either the Agent determines (in its discretion) that a Disruption Event has occurred or the Agent is notified by the Company that a Disruption Event has occurred: : (a) the Agent may, and shall if requested to do so by the Company, consult with the Company with a view to agreeing with the Company such changes to the operation or administration of the Facility as the Agent may deem necessary in the circumstances; ; (b) the Agent shall not be obliged to consult with the Company in relation to any changes mentioned in paragraph (a) above if, in its opinion, it is not practicable to do so in the circumstances and, in any event, shall have no obligation to agree to such changes; ; (c) the Agent may consult with the Finance Parties in relation to any changes mentioned in paragraph (a) above but shall not be obliged to do so if, in its opinion, it is not practicable to do so in the circumstances; ; (d) any such changes agreed upon by the Agent and the Company shall (whether or not it is finally determined that a Disruption Event has occurred) be binding upon the Parties as an amendment to (or, as the case may be, waiver of) the terms of the Finance Documents notwithstanding the provisions of Clause 39 42 (Amendments and Waivers); ; (e) the Agent shall not be liable for any damages, costs or losses to any person, any diminution in value or any liability whatsoever (including, without limitation for negligence, gross negligence or any other category of liability whatsoever but not including any claim based on the fraud of the Agent) arising as a result of its taking, or failing to take, any actions pursuant to or in connection with this Clause ~~33.11~~36.11; ~~and~~ and (f) the Agent shall notify the Finance Parties of all changes agreed pursuant to paragraph (d) above.

Appears in 1 contract

Sources: Multicurrency Revolving Facility Agreement (Criteo S.A.)

Common use of Disruption to Payment Systems etc Clause in Contracts