Reliance on Notices, etc Clause Samples

Reliance on Notices, etc. Neither Debtor nor the Collateral Agent or the Purchase Money Notes Guarantor shall incur any liability to the other by acting in good faith upon any notice, consent, certificate or other instrument or writing (including telegram, cable, telex or telecopy) that is reasonably believed by Debtor or the Collateral Agent or the Purchase Money Notes Guarantor as applicable, to be genuine and to have been signed or sent by the proper party and that on its face is properly executed.
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Reliance on Notices, etc. Neither the Company nor Participant shall incur any liability to the other by acting in good faith upon any notice, consent, certificate or other instrument or writing (including telegram, cable, telex or telecopy) that is reasonably believed by the Company or Participant, as applicable, to be genuine and to have been signed or sent by the proper party and that on its face is properly executed.
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Reliance on Notices, etc. The Agent shall be entitled: (a) to rely upon any writing, letter, written notice, certificate, telex, facsimile copy, cable, statement, order or other document reasonably believed by the Agent to be genuine and correct and to have been signed, sent or made by the proper person or persons and, with respect to any of the foregoing received from any Loan Party, provided the same shall have been received and the authenticity of which shall have been confirmed by the Agent in accordance with any procedures which have been agreed to by such Loan Party and the Agent; and (b) with respect to legal matters, to act upon advice of legal advisors selected by the Agent (including in-house counsel of the Agent) concerning all matters pertaining to the Loan Documents and the Agent’s duties thereunder; and the Agent shall assume no responsibility and shall incur no liability to any Loan Party (with respect to paragraph (a) of this Section 11.14) or any Lender (with respect to paragraphs (a) and (b) of this Section 11.14) by reason of relying on any such document or acting on any such advice. The Borrower shall likewise be entitled to the foregoing provisions of this Section 11.14 with such changes thereto, mutatis mutandis, as may be applicable.
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Reliance on Notices, etc. The Subordinated Creditor shall be entitled to rely on and shall be fully protected in acting upon the delivery to it of written notice by the Administrative Agent relating to the right of any Person to receive any payment or exercise any other rights as a Senior Creditor hereunder. If, however, the Subordinated Creditor determines in good faith that it is not able to establish the identity of the bona fide Administrative Agent, the Subordinated Creditor may request that any Person claiming to be Administrative Agent furnish evidence to the reasonable satisfaction of the Subordinated Creditor as to such status, and if such evidence is not furnished, the Subordinated Creditor may defer any payment to the Administrative Agent or any other Senior Creditors pending judicial determination as to the right of such agent or creditor to receive such payment.
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Reliance on Notices, etc. No Secured Party shall incur any liability to any Grantor or any other Secured Party by acting in good faith upon any notice, consent, certificate or other instrument or writing (including telegram, cable, telex or telecopy) that is reasonably believed by such Secured Party to be genuine and to have been signed or sent by the proper party and that on its face is properly executed.
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Reliance on Notices, etc. The Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the making of a Loan that by its terms must be fulfilled to the satisfaction of a Lender, the Agent may presume that such condition is satisfactory to such Lender unless an officer of the Agent responsible for the transactions contemplated hereby shall have received notice to the contrary from such Lender prior to the making of such Loan, and such Lender shall not have made available to the Agent such Lender’s ratable portion of the applicable Borrowing. The Agent may consult with legal counsel (who may be counsel for the Borrower or any other Loan Party), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.
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Reliance on Notices, etc. None of the Debtor, the Collateral Agent, the Purchase Money Notes Guarantor, the NGPMN Agent or the Advance Lender shall incur any liability to the other by acting in good faith upon any notice, consent, certificate or other instrument or writing (including telegram, cable, telex or telecopy) that is reasonably believed by the Debtor, the Collateral Agent, the Purchase Money Notes Guarantor, the NGPMN Agent or the Advance Lender as applicable, to be genuine and to have been signed or sent by the proper party and that on its face is properly executed.
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Related to Reliance on Notices, etc

  • Reliance on Notices Agent shall be entitled to rely upon, and shall be fully protected in relying upon, any Notice of Revolving Credit Advance, Notice of Conversion/Continuation or similar notice believed by Agent to be genuine. Agent may assume that each Person executing and delivering any notice in accordance herewith was duly authorized, unless the responsible individual acting thereon for Agent has actual knowledge to the contrary.

  • Reliance on Communications The Administrative Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document or conversation reasonably believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to a Borrower, independent accountants and other experts selected by the Administrative Agent with reasonable care). The Administrative Agent may deem and treat the Lenders as the owner of its interests hereunder for all purposes unless a written notice of assignment, negotiation or transfer thereof shall have been filed with the Administrative Agent in accordance with Section 12.3(b). The Administrative Agent shall be fully justified in failing or refusing to take any action under this Credit Agreement or under any of the other Credit Documents unless it shall first receive such advice or concurrence of the Required Lenders (or to the extent specifically provided in Section 12.6, all the Lenders) as it deems appropriate or it shall first be indemnified to its satisfaction by the Lenders against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Administrative Agent shall in all cases be fully protected in acting, or in refraining from acting, hereunder or under any of the other Credit Documents in accordance with a request of the Required Lenders (or to the extent specifically provided in Section 12.6, all the Lenders) and such request and any action taken or failure to act pursuant thereto shall be binding upon all the Lenders (including their successors and assigns).

  • Reliance on Reports Except as expressly provided herein, nothing herein shall be construed to impose an obligation on the part of the Global Agent to recalculate, evaluate or verify any report, certificate or information received by it from the Issuer or to otherwise monitor the activities of the Issuer.

  • Notices, Etc All demands, notices and communications hereunder shall be in writing and shall be delivered or mailed by registered or certified first-class United States mail, postage prepaid, hand delivery, prepaid courier service, or by facsimile or by electronic transmission, and addressed in each case as specified on Schedule I to the Sale and Servicing Agreement or at such other address as shall be designated by any of the specified addressees in a written notice to the other parties hereto. Any notice required or permitted to be mailed to a Noteholder shall be given by first class mail, postage prepaid, at the address of such Noteholder as shown in the Note Register. Delivery shall occur only upon receipt or reported tender of such communication by an officer of the recipient entitled to receive such notices located at the address of such recipient for notices hereunder; provided, however, that any notice to a Noteholder mailed within the time and manner prescribed in this Agreement shall be conclusively presumed to have been duly given, whether or not the Noteholder shall receive such notice.

  • Notices and Waivers Any notice or waiver to be given to any party hereto shall be in writing and shall be delivered by courier, sent by facsimile transmission or first class registered or certified mail, postage prepaid, return receipt requested.