Common use of Refusal to Act Clause in Contracts

Refusal to Act. The 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 Collateral Agent's opinion, (i) is contrary to law or the provisions of the Indenture or any Pledge Document, (ii) may expose the Collateral Agent to liability (unless the 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 1 contract

Samples: Pledge Agreement (McDermott International Inc)

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Refusal to Act. The 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 Collateral Agent's ’s good faith opinion, (i) is contrary to law or the provisions of the Indenture or any Pledge Security Document, (ii) may expose the Collateral Agent to liability (unless the 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 1 contract

Samples: Security Agreement (Windstream Services, LLC)

Refusal to Act. The 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 Collateral Agent's ’s reasonable opinion, (i) is contrary to law or the provisions of the Indenture or any Pledge Security Document, (ii) may expose the Collateral Agent to liability (unless the 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 1 contract

Samples: Guarantee and Collateral Agreement (GT Solar International, Inc.)

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

Appears in 1 contract

Samples: First Lien Security Agreement (Walter Investment Management Corp)

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Refusal to Act. The Collateral Agent Trustee 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 Collateral Agent's Trustee’s opinion, (i) is contrary to law or the provisions of the Indenture or any Pledge Security Document, (ii) may expose the Collateral Agent Trustee to liability (unless the Collateral Agent Trustee 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 (E Trade Financial Corp)

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