Common use of Limited Responsibility of Broker Clause in Contracts

Limited Responsibility of Broker. (a) Except for permitting a withdrawal in violation of Section 3 or 4 above, failing to act in accordance with a Letter of Direction in violation of Section 4A above or advancing margin or other credit to any Pledgor in violation of Section 2 above, the Broker shall have no responsibility or liability to the Administrative Agent for complying with entitlement orders concerning the Private Company Pledged Collateral Account from any Pledgor or any person reasonably believed by the Broker to be such Pledgors's authorized representatives as specified in the Xxxxxxx Xxxxx account agreement, which are received by the Broker before the Broker receives a Notice of Exclusive Control and has had reasonable opportunity to act on it. The Broker shall have no responsibility or liability to any Pledgor for complying with a Notice of Exclusive Control or complying with entitlement orders concerning the Private Company Pledged Collateral Account originated by the Administrative Agent, and shall have no responsibility to investigate the appropriateness of any such entitlement order or Notice of Exclusive Control, even if a Pledgor notifies the Broker that the Administrative Agent is not legally entitled to originate any such entitlement order or Notice of Exclusive Control, unless the Broker has been served at the address for notices set forth below (as such address may from time to time be changed in accordance with provisions hereof) with an injunction, restraining order or other legal process issued by a court of competent jurisdiction (a "Court Order") enjoining it from complying and has had a reasonable opportunity to act on such Court Order. The Broker shall have no responsibility or liability to the Administrative Agent with respect to the value of the Private Company Pledged Collateral Account or any asset held therein. This Agreement does not create any obligation or duty of the Broker other than those expressly set forth herein.

Appears in 1 contract

Samples: Credit Agreement (Internet Capital Group Inc)

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Limited Responsibility of Broker. (a) Except for permitting a withdrawal in violation of Section 3 or 4 above, failing to act in accordance with a Letter of Direction in violation of Section 4A above or advancing margin or other credit to any Pledgor in violation of Section 2 above, the Broker shall have no responsibility or liability to the Administrative Agent for complying with entitlement orders concerning the Private In-Registration Company Pledged Collateral Account from any Pledgor or any person reasonably believed by the Broker to be such Pledgors's authorized representatives as specified in the Xxxxxxx Xxxxx account agreement, which are received by the Broker before the Broker receives a Notice of Exclusive Control and has had reasonable opportunity to act on it. The Broker shall have no responsibility or liability to any Pledgor for complying with a Notice of Exclusive Control or complying with entitlement orders concerning the Private In-Registration Company Pledged Collateral Account originated by the Administrative Agent, and shall have no responsibility to investigate the appropriateness of any such entitlement order or Notice of Exclusive Control, even if a Pledgor notifies the Broker that the Administrative Agent is not legally entitled to originate any such entitlement order or Notice of Exclusive Control, unless the Broker has been served at the address for notices set forth below (as such address may from time to time be changed in accordance with provisions hereof) with an injunction, restraining order or other legal process issued by a court of competent jurisdiction (a "Court Order") enjoining it from complying and has had a reasonable opportunity to act on such Court Order. The Broker shall have no responsibility or liability to the Administrative Agent with respect to the value of the Private In-Registration Company Pledged Collateral Account or any asset held therein. This Agreement does not create any obligation or duty of the Broker other than those expressly set forth herein.

Appears in 1 contract

Samples: Credit Agreement (Internet Capital Group Inc)

Limited Responsibility of Broker. (a) Except for permitting a withdrawal in violation of Section 3 or 4 above, failing to act in accordance with a Letter of Direction in violation of Section 4A above or advancing margin or other credit to any Pledgor in violation of Section 2 above, the Broker shall have no responsibility or liability to the Administrative Agent for complying with entitlement orders concerning the Private Company Pledged Subject to Pledge Collateral Account from any Pledgor or any person reasonably believed by the Broker to be such Pledgors's authorized representatives representatives, as specified in the Xxxxxxx Xxxxx account agreement, which are received by the Broker before the Broker receives a Notice of Exclusive Control and has had reasonable opportunity to act on it. The Broker shall have no responsibility or liability to any Pledgor for complying with a Notice of Exclusive Control or complying with entitlement orders concerning the Private Company Pledged Subject to Pledge Collateral Account originated by the Administrative Agent, and shall have no responsibility to investigate the appropriateness of any such entitlement order or Notice of Exclusive Control, even if a Pledgor notifies the Broker that the Administrative Agent is not legally entitled to originate any such entitlement order or Notice of Exclusive Control, unless the Broker has been served at the address for notices set forth below (as such address may from time to time be changed in accordance with provisions hereof) with an injunction, restraining order or other legal process issued by a court of competent jurisdiction (a "Court Order") enjoining it from complying and has had a reasonable opportunity to act on such Court Order. The Broker shall have no responsibility or liability to the Administrative Agent with respect to the value of the Private Company Pledged Subject to Pledge Collateral Account or any asset held therein. This Agreement does not create any obligation or duty of the Broker other than those expressly set forth herein.

Appears in 1 contract

Samples: Credit Agreement (Internet Capital Group Inc)

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Limited Responsibility of Broker. (a) Except for permitting a withdrawal in violation of Section 3 or 4 above, failing to act in accordance with a Letter of Direction in violation of Section 4A above or advancing margin or other credit to any Pledgor in violation of Section 2 above, the Broker shall have no responsibility or liability to the Administrative Agent for complying with entitlement orders concerning the Private Public Company Pledged Collateral Account from any Pledgor or any person reasonably believed by the Broker to be such Pledgors's authorized representatives representatives, as specified in the Xxxxxxx Xxxxx account agreement, which are received by the Broker before the Broker receives a Notice of Exclusive Control and has had reasonable opportunity to act on it. The Broker shall have no responsibility or liability to any Pledgor for complying with a Notice of Exclusive Control or complying with entitlement orders concerning the Private Public Company Pledged Collateral Account originated by the Administrative Agent, and shall have no responsibility to investigate the appropriateness of any such entitlement order or Notice of Exclusive Control, even if a Pledgor notifies the Broker that the Administrative Agent is not legally entitled to originate any such entitlement order or Notice of Exclusive Control, unless the Broker has been served at the address for notices set forth below (as such address may from time to time be changed in accordance with provisions hereof) with an injunction, restraining order or other legal process issued by a court of competent jurisdiction (a "Court Order") enjoining it from complying and has had a reasonable opportunity to act on such Court Order. The Broker shall have no responsibility or liability to the Administrative Agent with respect to the value of the Private Public Company Pledged Collateral Account or any asset held therein. This Agreement does not create any obligation or duty of the Broker other than those expressly set forth herein.

Appears in 1 contract

Samples: Credit Agreement (Internet Capital Group Inc)

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