Common use of Refusal to Act Clause in Contracts

Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Agent’s opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 12 contracts

Samples: Credit Agreement (Energizer Holdings, Inc.), Guarantee and Security Agreement (Cloud Peak Energy Inc.), Guarantee and Collateral Agreement (Inovalon Holdings, Inc.)

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Refusal to Act. The Administrative Collateral Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Collateral Agent’s opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Administrative Collateral Agent to liability (unless the Administrative Collateral Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 7 contracts

Samples: Guarantee and Collateral Agreement (Advanced Disposal Services, Inc.), Guarantee and Collateral Agreement (Retrophin, Inc.), Credit Agreement (Huntington Ingalls Industries, Inc.)

Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties Party or any agent, trustee or similar representative thereof that, in the Administrative Agent’s opinion, (i) is contrary to law or the provisions of any Security Collateral Document, (ii) may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 6 contracts

Samples: Security Agreement (FS Global Credit Opportunities Fund-A), Security Agreement (American Capital, LTD), Security Agreement (FS Investment Corp II)

Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Agent’s opinion, (i) is contrary to law or the provisions of any Security Collateral Document, (ii) may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 4 contracts

Samples: Security Agreement, Security Agreement (LyondellBasell Industries N.V.), Credit Agreement (Kinetic Concepts Inc)

Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Agent’s 's opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 3 contracts

Samples: Guarantee and Security Agreement (Cloud Peak Energy Inc.), Security Agreement (Keystone Marketing Services Inc), Guarantee and Security Agreement (DealerTrack Holdings, Inc.)

Refusal to Act. The Administrative Collateral Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Collateral Agent’s 's opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Administrative Collateral Agent to liability (unless the Administrative Collateral Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 2 contracts

Samples: Pledge Agreement (Nortel Networks LTD), Pledge Agreement (Nortel Networks Corp)

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Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Guaranteed Parties or any agent, trustee or similar representative thereof that, in the Administrative Agent’s opinion, (i) is contrary to law or the provisions of any Security Loan Document, (ii) may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Guaranteed Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Guaranteed Parties not joining in such notice, consent, direction or instruction.

Appears in 2 contracts

Samples: Holdings Guaranty (Spectrum Brands, Inc.), Subsidiary Guaranty (Spectrum Brands, Inc.)

Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Agent’s Agents opinion, (i) is contrary to law or the provisions of any Security Document, (ii) may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iii) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 1 contract

Samples: Security Agreement (Lyondell Chemical Co)

Refusal to Act. The Administrative Agent may refuse to act on any notice, consent, direction or instruction from any Secured Parties or any agent, trustee or similar representative thereof that, in the Administrative Agent’s opinion, (i) is k)is contrary to law or the provisions of any Security Document, (ii) may l)may expose the Administrative Agent to liability (unless the Administrative Agent shall have been indemnified, to its reasonable satisfaction, for such liability by the Secured Parties that gave such notice, consent, direction or instruction) or (iiim) is unduly prejudicial to Secured Parties not joining in such notice, consent, direction or instruction.

Appears in 1 contract

Samples: Credit Agreement (Tapestry, Inc.)

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