Borrower Representative; Reliance Sample Clauses

Borrower Representative; Reliance. Each Borrower irrevocably appoints Holdings as its agent for all purposes relevant to this Agreement and all other Loan Documents, including the giving and receipt of notices and execution and delivery of all documents, instruments, and certificates contemplated herein and therein and all modifications hereto and thereto. Any acknowledgment, consent, direction, certification, or other action which might otherwise be valid or effective only if given, taken or received by any Borrower acting singly, shall be valid and effective if given, taken or received only by Holdings, whether or not any other Borrower joins therein, and Agent and Lenders shall have no duty or obligation to make further inquiry with respect to the authority of Holdings under this Section 2.11, provided that nothing in this Section 2.11 shall limit the effectiveness of, or the right of Agent and Lenders to require and rely upon, any notice, document, instrument, certificate, acknowledgment, consent, direction, certification, or other action to be delivered by Borrowers pursuant to this Agreement or the other Loan Documents. With respect to any action hereunder, Agent and Lenders may conclusively rely upon, and shall incur no liability to any Borrower in acting upon, any request or other communication that Agent or any Lender reasonably believes to have been given or made by a Person authorized on a Borrower ‘s behalf, whether or not such Person is listed on the incumbency certificate delivered pursuant to this Agreement. In each such case, each Borrower hereby waives the right to dispute Agent’s and Lenders’ actions based upon such request or other communication absent manifest error.