Common use of Acts of Secured Parties Clause in Contracts

Acts of Secured Parties. Any request, demand, ------------------------ authorization, direction, notice, consent, waiver or other action permitted or required by this Agreement to be given or taken by any Secured Party, the Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties may be and, at the request of the Collateral Agent, shall be embodied in and evidenced by one or more instruments reasonably satisfactory in form to the Collateral Agent and signed by such Secured Party or its Representative or the Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties or their Representatives (as applicable) and, except as otherwise expressly provided in any such instrument, any such action shall become effective when such instrument or instruments shall have been delivered to the Collateral Agent. The instrument or instruments evidencing any action (and the action embodied therein and evidenced thereby) are sometimes referred to herein as an "Act" of the --- Persons signing such instrument or instruments. The Collateral Agent shall be entitled to rely absolutely upon (a) an Act of any Representative if such Act purports to be taken by or on behalf of the Secured Parties represented by such Representative and (b) an Act of any Holder if such Act purports to be taken by or on behalf of such Holder, and nothing in this Section 3.01 or elsewhere in this Agreement shall be construed to require any Representative or Holder to demonstrate that it has been authorized to take any action which it purports to be taking, the Collateral Agent being entitled to rely conclusively, and being fully protected in so relying, on any Act of such Representative or Holder.

Acts of Secured Parties. (a) If any Secured Party has a Representative, such Secured Party shall act through such Representative and any notices, consents, waivers, directions or payments to be given by or to a Secured Party that is represented by a Representative shall be given by or to such Representative on behalf of such Secured Party. As of the date hereof, the Existing Facility Agent is the Representative of the Existing Lenders under the Existing Credit Agreement and the New Facility Agent is the Representative of the New Lenders under the New Credit Agreement. (b) Any request, demand, ------------------------ authorization, direction, notice, consent, waiver or other action permitted or required by this Agreement to be given or taken by any Secured Party, the Required Majority Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Majority Enforcing Secured Parties may be and, at the request of the Collateral Agent, shall be embodied in and evidenced by one or more instruments reasonably satisfactory in form to the Collateral Agent Agent, acting reasonably, and signed by such Secured Party or its Representative Party, the Majority Secured Parties or the Required Majority Enforcing Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties or their Representatives (as applicable) , and, except as otherwise expressly provided in any such instrument, any such action shall become effective when such instrument or instruments shall have been delivered to the Collateral Agent. The instrument or instruments evidencing any action (and the action embodied therein and evidenced thereby) are sometimes referred to herein as an "Act" of the --- Persons signing such instrument or instruments. The Collateral Agent shall be entitled to rely absolutely upon (ai) an Act of instrument signed by any Representative if such Act purports purporting to be taken by or given on behalf of the Secured Parties represented by such Representative to the same extent as if it were signed by the Secured Parties for which such Representative acts as agent, and (bii) an Act of instrument signed by any Holder Secured Party if such Act instrument purports to be taken signed by or on behalf of such HolderSecured Party, and nothing in this Section 3.01 3.1 or elsewhere in this Agreement shall be construed to require any Representative or Holder Secured Party to demonstrate that it has been authorized to take any action which it purports to be taking, the Collateral Agent being entitled to rely conclusively, and being fully protected in so relying, on any Act of unrevoked instrument or other document signed by such Representative or HolderSecured Party. (c) In any circumstance where the Secured Parties are entitled or required by this Agreement to give, or the Collateral Agent requests such Secured Parties to give, directions under this Agreement or any other Security Document and the Secured Parties cannot agree on the directions to be given, then the Majority Secured Parties may give directions on such matter unless this Agreement specifies that directions with respect to such matter are to be given by the Enforcing Secured Parties or the Majority Enforcing Secured Parties, in which case the Enforcing Secured Parties or Majority Enforcing Secured Parties, as applicable, may give such directions. For such purposes all references herein to directions being given by the Secured Parties in such circumstances shall be deemed to refer to the Majority Secured Parties or the Majority Enforcing Secured Parties, as applicable, in the alternative.

Acts of Secured Parties. Any request, demand, ------------------------ authorization, direction, notice, consent, waiver or other action permitted or required by this Agreement to be given or taken by any Secured PartyParty (other than the Collateral Agent) may be, the Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties may be and, and at the request of the Collateral AgentAgent shall be, shall be embodied in and evidenced by one or more instruments reasonably satisfactory in form and substance to the Collateral Agent and signed by such Secured Party Party, acting individually or its Representative or on behalf of the Required applicable Secured Parties, as the Required Non-Vendor Secured Partiescase may be, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties or their Representatives (as applicable) and, except as otherwise expressly provided in any such instrument, any such action shall become effective when such instrument or instruments shall have been delivered to the Collateral AgentAgent as provided herein. The instrument or instruments evidencing any action (and the action embodied therein and evidenced thereby) are sometimes referred to herein as an "Act" of the --- Persons persons signing such instrument or instruments. All Acts hereunder on the part of (i) any holders of Note Obligations (other than the Collateral Agent) shall be taken on their behalf by the Trustee and (ii) any holder of Designated Pari Passu Obligations (other than the Collateral Agent) shall be taken on their behalf by the applicable Representative. The Collateral Agent shall be entitled to rely absolutely upon (a) an Act of any the Trustee or Representative if such Act purports to be taken by or on behalf of the Secured Parties represented by such Representative and holders of Note Obligations or Designated Pari Passu Obligations, as applicable (b) an Act of any Holder if such Act purports to be taken by or on behalf of such Holderin each case, other than the Collateral Agent), and nothing in this Section 3.01 or elsewhere in this Agreement shall be construed to require such Trustee or any Representative or Holder of the holders of Designated Pari Passu Obligations, as applicable, to demonstrate that it has been authorized by the holders of Note Obligations or Designated Pari Passu Obligations, as applicable (in each case, other than the Collateral Agent) thereunder to take any action which that it purports to be taking, the Collateral Agent being entitled to rely conclusivelyconclusively without any independent investigation whatsoever, and being fully protected in so relying, on any Act of such Representative Trustee or HolderRepresentative.

Acts of Secured Parties. Any request, demand, ------------------------ authorization, direction, notice, consent, waiver or other action permitted or required by this Agreement to be given or taken by any Secured Party, the relevant Class of Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Amendment Parties or the relevant Class of Required Credit Facility Enforcement Parties with respect to any Credit Facility or the Required Committed Secured Parties (as applicable) may be and, at the request of the Collateral Agent, shall be embodied in and evidenced by one or more instruments reasonably satisfactory in form to the Collateral Agent and signed by such Secured Party or its Representative Representative, the relevant Class of Required Amendment Parties or their Representatives or the relevant Class of Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Enforcement Parties or their Representatives (as applicable) and, except as otherwise expressly provided in any such instrument, any such action shall become effective when such instrument or instruments shall have been delivered to the Collateral Agent. The instrument or instruments evidencing any action (and the action embodied therein and evidenced thereby) are sometimes referred to herein as an "ActACT" of the --- Persons signing such instrument or instruments. The Collateral Agent shall be entitled to rely absolutely upon (a) an Act of any Representative if such Act purports to be taken by or on behalf of the Secured Parties (or the relevant Class of Required Amendment Parties or the relevant Class of Required Enforcement Parties) represented by such Representative and (b) an Act of any Holder if such Act purports to be taken by or on behalf of such Holder, and nothing in this Section 3.01 or elsewhere in this Agreement shall be construed to require any Representative or Holder to demonstrate that it has been authorized to take any action which it purports to be taking, the Collateral Agent being entitled to rely conclusively, and being fully protected in so relying, on any Act of such Representative or Holder.

Acts of Secured Parties. Any request, demand, ------------------------ authorization, direction, notice, consent, waiver or other action permitted or required by this Agreement to be given or taken by any Secured Party, the Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties may be and, at the request of the Collateral Agent, shall be embodied in and evidenced by one or more instruments reasonably satisfactory in form to the Collateral Agent and signed by such Secured Party or its Representative or the Required Secured Parties, the Required Non-Vendor Secured Parties, the Required Committed Credit Facility Parties or the Required Credit Facility Parties with respect to any Credit Facility or the Required Committed Secured Parties or their Representatives (as applicable) and, except as otherwise expressly provided in any such instrument, any such action shall become effective when such instrument or instruments shall have been delivered to the Collateral Agent. The instrument or instruments evidencing any action (and the action embodied therein and evidenced thereby) are sometimes referred to herein as an "Act" of the Persons --- Persons signing such instrument or instruments. The Collateral Agent shall be entitled to rely absolutely upon (a) an Act of any Representative if such Act purports to be taken by or on behalf of the Secured Parties represented by such Representative and (b) an Act of any Holder if such Act purports to be taken by or on behalf of such Holder, and nothing in this Section 3.01 or elsewhere in this Agreement shall be construed to require any Representative or Holder to demonstrate that it has been authorized to take any action which it purports to be taking, the Collateral Agent being entitled to rely conclusively, and being fully protected in so relying, on any Act of such Representative or Holder.