Common use of Refusal to Act Clause in Contracts

Refusal to Act. The Collateral Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Collateral Agent’s opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Collateral Agent to personal liability or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 2 contracts

Sources: Guarantee and Collateral Agreement (School Specialty Inc), Guarantee and Collateral Agreement (School Specialty Inc)

Refusal to Act. The Collateral Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties either Agent or any agent, trustee or similar representative thereof that, in the Collateral Agent’s opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Collateral Agent to personal liability (unless the Collateral Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Lender), or (iii) is unduly prejudicial to Secured Parties the Agent or Lenders not joining in such notice, consent, direction or instruction.

Appears in 2 contracts

Sources: Aircraft Asset Security Agreement (AerCap Holdings N.V.), Guarantee and Collateral Agreement (AerCap Holdings N.V.)

Refusal to Act. The Collateral Agent may refuse to act on any notice, consent, direction or instruction from the Trustee or any Secured Parties or any agent, trustee or similar representative thereof thatParties, in the Collateral Agent’s opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Collateral Agent to personal liability (unless the Collateral Agent shall have been indemnified, to its satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 2 contracts

Sources: Security Agreement (Cloud Peak Energy Inc.), Security Agreement (Cloud Peak Energy Inc.)

Refusal to Act. The Collateral Agent may refuse to act take action on any notice, consent, direction direction, or instruction from any the Company or the Secured Parties or any agent, trustee or similar representative thereof Party that, in the Collateral Agent’s opinion, (ia) is contrary to law or the provisions of any Security Document, the Note or this Agreement or (iib) may expose the Collateral Agent to personal liability or (iii) is unduly prejudicial unless the Collateral Agent shall have been indemnified, to Secured Parties not joining in its satisfaction, for such notice, consent, direction or instructionliability by the party requesting the Collateral Agent to take such action).

Appears in 2 contracts

Sources: Pledge and Security Agreement (McDermott International Inc), Settlement Agreement (McDermott International Inc)

Refusal to Act. The Collateral Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Collateral Agent’s 's opinion, (i) is contrary to law or the provisions of any Security DocumentDocument or at such times as the Intercreditor Agreement may be in effect, the Intercreditor Agreement or (ii) may expose the Collateral Agent to personal liability or (iii) is unduly prejudicial unless the Collateral Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties not joining in that gave such notice, consent, direction or instruction).

Appears in 2 contracts

Sources: Security and Pledge Agreement (McLeodUSA Holdings Inc), Security and Pledge Agreement (McLeodusa Inc)

Refusal to Act. The Collateral Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties Party or any agent, trustee or similar representative thereof that, in the Collateral Agent’s opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Collateral Agent to personal liability (unless the Collateral Agent shall have been indemnified, to its reasonable satisfaction, for such liability by such Secured Party) or (iii) is unduly prejudicial to any Secured Parties Party not joining in such notice, consent, direction or instruction.

Appears in 1 contract

Sources: Securities Purchase Agreement (Olympus Pacific Minerals Inc)