Agent's opinion Sample Clauses
The 'Agent's opinion' clause defines the authority and process by which an agent provides their professional judgment or assessment on matters specified in the contract. Typically, this clause outlines the circumstances under which the agent's opinion is sought, such as evaluating the quality of work, compliance with specifications, or the fulfillment of contractual obligations. By establishing a clear mechanism for obtaining and relying on the agent's expertise, this clause helps resolve disputes, ensures impartial decision-making, and provides a trusted basis for determining whether contractual standards have been met.
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Agent's opinion. Where this Agreement provides for the Agent's opinion to determine whether any matter would or is reasonably likely to have a Material Financial Adverse Effect, a Material Adverse Effect and/or a material adverse effect, as the case may be, the Agent shall act in accordance with the instructions of the Majority Banks (acting reasonably) in making such determination.
Agent's opinion. Where this Agreement provides for the Agent's opinion to determine whether any matter would or is reasonably likely to have a Material Adverse Effect and/or a material adverse effect, as the case may be, the Agent shall act in accordance with the instructions of the Majority Lenders in making such determination.
2.1 THE FACILITY The Lenders will (subject to clause 3) lend up to euro 45,378,022 to the Borrower. The obligation of each Lender under this Agreement shall be to contribute that proportion of each Advance which, as at the Drawdown Date of and Advance, its Commitment bears to the Total Commitments.
Agent's opinion. Where this Agreement provides for the Agent's opinion to determine whether any matter would or is reasonably likely to have a Material Adverse Effect and/or a material adverse effect, as the case may be, the Agent shall act in accordance with the instructions of the Majority Banks in making such determination.
2.1 AMOUNT ------ Upon and subject to the terms of this Agreement and in reliance on each of the representations and warranties in clause 11, for the purposes set out in clause 1.1:
(a) the Banks agree to make available to the Borrower a revolving credit facility (converting to a term loan) in the principal sum of up to euro335,000,000; and
(b) the Overdraft Bank agrees to make available to the Borrower an overdraft facility in the principal sum of up to euro5,000,000. The obligation of each Bank under this Agreement shall be to contribute that proportion of each Advance which, as at the Drawdown Date of such Advance, its Commitment bears to the Total Commitments and, in the case of the Overdraft Facility, to assume its obligations under clause 6.
2.2 OBLIGATIONS SEVERAL ------------------- The obligations of each Bank under this Agreement are several; the failure of any Bank to perform such obligations shall not relieve any other Bank, the Joint Arrangers, the Security Agent, the Security Agent Guarantor, the Overdraft Bank, the Agent or any Obligor of any of their respective obligations or liabilities under this Agreement nor shall the Agent, the Security Agent, the Security Agent Guarantor or the Joint Arrangers be responsible for the obligations of any Bank (except for its own obligations, if any, as a Bank) nor shall any Bank be responsible for the obligations of any other Bank under this Agreement.
Agent's opinion. Where this Agreement provides for the Agent's opinion to determine whether any matter would or is reasonably likely to have a Material Adverse Effect and/or a material adverse effect, as the case may be, the Agent shall act in accordance with the instructions of the Majority Lenders in making such determination.
2.1 THE FACILITY The Lenders will (subject to clause 3) lend up to euro 45,378,022 to the Borrower. The obligation of each Lender under this Agreement shall be to contribute that proportion of each Advance which, as at the Drawdown Date of and Advance, its Commitment bears to the Total Commitments.