Common use of Majority Lenders’ instructions Clause in Contracts

Majority Lenders’ instructions. 27.7.1 Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security Agent. 27.7.3 The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 In the absence of, or while awaiting, instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance Parties. 27.7.5 The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 2 contracts

Samples: Facilities Agreement (International Shipping Enterprises, Inc.), Facilities Agreement (International Shipping Enterprises, Inc.)

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Majority Lenders’ instructions. 27.7.1 26.7.1 Unless a contrary indication appears in a Finance Document, the Senior Agent shall (i) exercise any right, power, authority or discretion vested in it as Senior Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Senior Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 26.7.2 Unless a expressly provided to the contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Senior Finance Parties other than the Security AgentParties. 27.7.3 26.7.3 The Senior Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 26.7.4 In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Senior Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 26.7.5 The Senior Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 26.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 2 contracts

Samples: Senior Facilities Agreement (Atlatsa Resources Corp), Senior Term Loan and Revolving Facilities Agreement (Atlatsa Resources Corp)

Majority Lenders’ instructions. 27.7.1 27.8.1 Unless a contrary indication appears in a Finance Document, and subject in particular to Clauses 34 (Entitlement to Enforce) and 47 (Amendments and Waivers), the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 27.8.2 Unless a contrary indication appears in a Finance Document, and subject in particular to Clauses 34 (Entitlement to Enforce) and 47 (Amendments and Waivers), any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 27.8.3 The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 27.8.4 In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 27.8.5 The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 2 contracts

Samples: Borrowing Base Facility Agreement (MIE Holdings Corp), Shares Purchase Agreement (MIE Holdings Corp)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Facility Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the relevant Finance Parties other than the Security Agent. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the relevant Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance Partiesrelevant Lenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Senior Facilities Agreement (Central European Distribution Corp)

Majority Lenders’ instructions. 27.7.1 24.7.1 Unless a contrary indication appears in a Finance Document, the Facility Agent shall shall: (ia) exercise any right, power, authority or discretion vested in it as the Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as the Facility Agent) ); and (iib) not be liable to any other Finance Party for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 24.7.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 24.7.3 The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security Security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 24.7.4 In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 24.7.5 The Facility Agent is not authorised to act on behalf of a Lender Finance Party (without first obtaining that LenderFinance Party’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (Commercial Metals Co)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Facility Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (PT Indosat TBK)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall shall: (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and ); and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentTrustee. 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 29.7(e) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or the Transaction Security Documents.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Sunrise Senior Living Inc)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) Facility Agent and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders.. LD885224/33 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Lenders) ), the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Debt Bridge Facility Agreement (Xstrata PLC)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Senior Finance Document, the Facility Agent shall (ia) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from acting or exercising any right, power, authority or discretion vested in it as Facility Agent) and (iib) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Senior Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Senior Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Senior Facilities Agreement (Nordic Telephone CO ApS)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentTrustee. 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Amendment and Restatement Agreement (Genesco Inc)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) or under paragraph (d) below until it has received such security as it may require for any cost, loss or liability (together with any associated VATIndirect Tax) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 paragraph shall not apply to any legal or arbitration proceeding proceedings relating to the perfectionpreservation, preservation perfection or protection of rights under the Transaction Security Documents or enforcement of the any Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (PCGI Intermediate Holdings LTD)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (ia) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (iib) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties (other than the Security Agent). 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Super Majority Lenders or the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that LenderXxxxxx’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding proceedings relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of under the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Amending Agreement (Sappi LTD)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) Facility Agent and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders.. LD885224/26 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Lenders) ), the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Debt Bridge Facility Agreement (Xstrata PLC)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) Facility Agent and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Lenders) ), the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Dual Currency Term Facility Agreement (Xstrata PLC)

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Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security Agent. 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Secured Facilities Agreement (Grohe Holding GMBH)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (ia) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (iib) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties (other than the Security Agent). 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Super Majority Lenders or the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that LenderLexxxx’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding proceedings relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of under the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (Sappi LTD)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Facility Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (Sigma Aldrich Corp)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (i) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Facility Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Lenders) ), the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that LenderXxxxxx’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Loan Agreement (Intercontinental Hotels Group PLC /New/)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Facility Agent shall (ia) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) act in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from acting or exercising any right, power, authority or discretion vested in it as Facility Agent) and (iib) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentTrustee. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Multi Currency Term, Revolving Credit Facilities Agreement (Iron Mountain Inc/Pa)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than Lenders and the Security Agent. 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (Sterlite Industries (India) LTD)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Finance Document, the Agent shall (i) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from exercising any right, power, authority or discretion vested in it as Agent) and (ii) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VATgoods and service tax) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, Lenders (or, if appropriate, the Lenders) ), the Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Facility Agreement (Chartered Semiconductor Manufacturing LTD)

Majority Lenders’ instructions. 27.7.1 (a) Unless a contrary indication appears in a Senior Finance Document, the Facility Agent shall (ia) exercise any right, power, authority or discretion vested in it as Facility Agent (including giving instructions to the Security Agent) in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders, refrain from acting or exercising any right, power, authority or discretion vested in it as Facility Agent) and (iib) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with such an instruction of the Majority Lenders. 27.7.2 (b) Unless a contrary indication appears in a Senior Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 (c) The Facility Agent may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 (d) In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Facility Agent may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 (e) The Facility Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s 's consent) in any legal or arbitration proceedings relating to any Senior Finance Document. This clause 27.7.5 paragraph (e) shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Senior Facilities Agreement (Nordic Telephone CO ApS)

Majority Lenders’ instructions. 27.7.1 28.8.1 Unless a contrary indication appears in a Finance Document, each of the Agent and the Technical Bank shall (ia) exercise any right, power, authority or discretion vested in it as Agent (including giving instructions to the Security Agent) in such capacity in accordance with any instructions given to it by the Majority Lenders (or, if so instructed by the Majority Lenders), refrain from exercising any right, power, authority or discretion vested in it as Agent) and (iib) not be liable for any act (or omission) if it acts (or refrains from taking any action) in accordance with an instruction of the Majority Lenders. 27.7.2 28.8.2 Unless a contrary indication appears in a Finance Document, any instructions given by the Majority Lenders to the Agent (in relation to any right, power, authority or discretion vested in it as Agent) will be binding on all the Finance Parties other than the Security AgentParties. 27.7.3 The 28.8.3 Each of the Agent and the Technical Bank may refrain from acting in accordance with the instructions of the Majority Lenders (or, if appropriate, the Lenders) until it has received such security as it may require for any cost, loss or liability (together with any associated VAT) which it may incur in complying with the instructions. 27.7.4 28.8.4 In the absence of, or while awaiting, of instructions from the Majority Lenders, (or, if appropriate, the Lenders) the Agent or the Technical Bank may act (or refrain from taking action) as it considers to be in the best interest of the Finance PartiesLenders. 27.7.5 The 28.8.5 Each of the Technical Bank and the Agent is not authorised to act on behalf of a Lender (without first obtaining that Lender’s consent) in any legal or arbitration proceedings relating to any Finance Document. This clause 27.7.5 shall not apply to any legal or arbitration proceeding relating to the perfection, preservation or protection of rights under the Transaction Security Documents or enforcement of the Transaction Security or Transaction Security Documents.

Appears in 1 contract

Samples: Secured Revolving Loan and Letter of Credit Facility Agreement (Endeavour International Corp)

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