Common use of Action by Agents Clause in Contracts

Action by Agents. Except for action or other matters expressly required of an Agent hereunder, such Agent shall in all cases be fully justified in failing or refusing to act hereunder unless it shall (i) receive written instructions from the Majority Lenders specifying the action to be taken, and (ii) be indemnified to its satisfaction by the Lenders against any and all liability and expenses which may be incurred by it by reason of taking or continuing to take any such action, and such instructions of the Majority Lenders and any action taken or failure to act pursuant thereto shall be binding on all of the Lenders. If a Default has occurred and is continuing, the Administrative Agent shall take such action with respect to such Default as shall be directed by the Majority Lenders in the written instructions (with indemnities) described in this Section 11.07, provided that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interests of the Lenders. In no event, however, shall the Administrative Agent be required to take any action which exposes it to personal liability or which is contrary to this Agreement and the Loan Documents or applicable law.

Action by Agents. Except for action or other matters expressly required of an Agent the Agents hereunder, such Agent each of the Agents shall in all cases be fully justified in failing or refusing to act hereunder unless it shall (i) receive written instructions from the Majority Lenders (or all of the Lenders as expressly required by Section 12.04) specifying the action to be taken, and (ii) be indemnified to its satisfaction by the Lenders against any and all liability and expenses which may be incurred by it by reason of taking or continuing to take any such action, and such . The instructions of the Majority Lenders (or all of the Lenders as expressly required by Section 12.04) and any action taken or failure to act pursuant thereto by the Agents shall be binding on all of the Lenders. If a Default has occurred and is continuing, the Administrative Agent Agents shall take such action with respect to such Default as shall be directed by the Majority Lenders (or all of the Lenders as required by Section 12.04) in the written instructions (with indemnities) described in this Section 11.07, provided that, unless and until the Administrative U.S. Agent shall have received such directions, the Administrative Agent Agents may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it they shall deem advisable in the best interests of the Lenders. In no event, however, shall the Administrative Agent Agents be required to take any action which exposes it the Agents to personal liability or which is contrary to this Agreement and the Agreement, any other Loan Documents Document or applicable law.

Action by Agents. Except for action or other matters The obligations of each Agent hereunder are only those expressly required of an Agent hereunder, such set forth herein. Each Agent shall in all cases be fully justified protected in failing acting, or refusing to act in refraining from acting, hereunder unless it shall (i) receive in accordance with written instructions from the Majority Lenders specifying the action to be taken, and (ii) be indemnified to its satisfaction signed by the Lenders against any and Required Banks (or, when expressly required hereby, all liability and expenses which may be incurred by it by reason of taking or continuing to take any such actionthe Banks), and such instructions of the Majority Lenders and any action taken or failure to act pursuant thereto shall be binding on all of the LendersBanks and on any holder of a Note. If a Default has occurred and is continuing, The Banks hereby acknowledge that none of the Administrative Agents shall be under any duty to take any discretionary action permitted to be taken by it pursuant to the provisions of this Agreement unless such Agent shall take such action with respect be requested in writing to such Default as do so by the Required Banks. Each of the Agents shall be directed by the Majority Lenders fully justified in the written instructions (with indemnities) described in this Section 11.07, provided that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, failing or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interests of the Lenders. In no event, however, shall the Administrative Agent be required refusing to take any action which exposes it hereunder unless such Agent shall first be indemnified to personal liability its satisfaction by the Banks pro rata in proportion to their Commitments (or, after termination of the Commitments, in proportion to their outstanding Loans) against any and all liability, cost and expense that such Agent may incur by reason of taking or which is contrary continuing to take any such action. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of a Default unless the Administrative Agent has received written notice from a Bank or the Borrower referring to this Agreement Agreement, describing such Default and the Loan Documents or applicable law.stating that such notice is a "

Action by Agents. Except for action or other matters expressly required of an any Agent hereunder, such Agent shall in all cases be fully justified in failing or refusing to act hereunder take any action under this Agreement or any other Loan Document unless it shall (i) receive written instructions from the Majority Lenders specifying the action to be taken, and (ii) be indemnified to its satisfaction by the Lenders against any and all liability and expenses which may be incurred by it by reason of taking, not taking or continuing to take any such action, and such . The instructions of the Majority Lenders and any action taken or failure to act pursuant thereto by such Agent shall be binding on all of the Lenders. If a Default has occurred and is continuing, the Administrative such Agent shall take such action with respect to such Default as shall be directed by the Majority Lenders in the written instructions (with indemnities) described in this Section 11.07, provided that, unless and until the Administrative such Agent shall have received such directions, the Administrative such Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interests of the Lenders. In no event, however, shall the Administrative any Agent be required to take any action which exposes it such Agent to personal liability or which is contrary to this Agreement and the Loan Documents or applicable law.