Common use of Reliance by Collateral Agent Clause in Contracts

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase of any Note, that by its terms must be fulfilled to the satisfaction of a Purchaser, the Collateral Agent may presume that such condition is satisfactory to such Purchaser unless the Collateral Agent shall have received notice to the contrary from such Purchaser prior to the purchase of such Note. The Collateral Agent may consult with legal counsel (who may be counsel for the Note Parties), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall will be entitled to rely upon, and shall will not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall will not incur any liability for relying thereon. In determining compliance with any condition hereunder that by its terms must be fulfilled to its satisfaction, the purchase of Collateral Agent may make such determination in its sole discretion, and in determining compliance with any Note, condition hereunder that by its terms must be fulfilled to the satisfaction of a Purchaser, the Collateral Agent may presume that such condition is satisfactory to such Purchaser unless the Collateral Agent shall have has received notice to the contrary from such Purchaser prior to the purchase issuance of such Notethe Notes. The Collateral Agent may consult with legal counsel (who may be counsel for the Note PartiesCompanies), independent accountants and other experts selected by it, and shall will not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document document, or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent sent, or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase making of any Notea Loan, that by its terms must be fulfilled to the satisfaction of a PurchaserLender, the Collateral Agent may presume that such condition is satisfactory to such Purchaser Lender, unless the Collateral Agent shall have received notice to the contrary from such Purchaser Lender or prior to the purchase making of such NoteLoan. The Collateral Agent may consult with legal counsel (who may be counsel for the Note Partiesa Borrower), independent accountants accountants, and other experts selected by it, it and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants accountants, or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase of any Note, that by its terms must be fulfilled to the satisfaction of a PurchaserLender, the Collateral Agent may presume that such condition is satisfactory to such Purchaser Lender unless the Collateral Agent shall have received notice to the contrary from such Purchaser prior to the purchase of such NoteLender. The Collateral Agent may consult with legal counsel (who may be counsel for the Note PartiesBorrower), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall will be entitled to rely upon, and shall will not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall will not incur any liability for relying thereon. In determining compliance with any condition hereunder that by its terms must be fulfilled to its satisfaction, the purchase of Collateral Agent may make such determination in its sole discretion, and in determining compliance with any Note, condition hereunder that by its terms must be fulfilled to the satisfaction of a Purchaser, the Collateral Agent may presume that such condition is satisfactory to such Purchaser unless the Collateral Agent shall have has received notice to the contrary from such Purchaser prior to the purchase issuance of such Notethe Notes. The Collateral Agent may consult with legal counsel (who may be counsel for the Note Partiesany Company Party), independent accountants and other experts selected by it, and shall will not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to conclusively rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, opinion, direction, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase making of any Note, a Draw that by its terms must be fulfilled to the satisfaction of a PurchaserLender, the Collateral Agent may presume that such condition is satisfactory to such Purchaser Lender unless the Collateral Agent shall have received written notice to the contrary from such Purchaser Lender prior to the purchase making of such NoteLoan. The Collateral Agent may consult with legal counsel (who may be counsel for the Note PartiesBorrower), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase of any Convertible Note, that by its terms must be fulfilled to the satisfaction of a Purchaser, the Collateral Agent may presume that such condition is satisfactory to such Purchaser unless the Collateral Agent shall have received notice to the contrary from such Purchaser prior to the purchase of such Convertible Note. The Collateral Agent may consult with legal counsel (who may be counsel for the Note Parties), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase making of any Note, a Loan that by its terms must be fulfilled to the satisfaction of a Purchaserthe Lender, the Collateral Agent may presume that such condition is satisfactory to such Purchaser the Lender unless the Collateral Agent shall have received notice to the contrary from such Purchaser the Lender prior to the purchase making of such NoteLoan. The Collateral Agent may consult with legal counsel (who may be counsel for the Note PartiesParent), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase of any Note, that by its terms must be fulfilled to the satisfaction of a PurchaserLender, the Collateral Agent may presume that such condition is satisfactory to such Purchaser Lender unless the Collateral Agent shall have received notice to the contrary from such Purchaser prior to the purchase of such NoteLender. The Collateral Agent may consult with legal counsel (who may be counsel for the Note PartiesBorrowers), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall will be entitled to rely upon, and shall will not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall will not incur any liability for relying thereon. In determining compliance with any condition hereunder that by its terms must be fulfilled to its satisfaction, the purchase of Collateral Agent may make such determination in its sole discretion, and in determining compliance with any Note, condition hereunder that by its terms must be fulfilled to the satisfaction of a PurchaserHolder, the Collateral Agent may presume that such condition is satisfactory to such Purchaser Holder unless the Collateral Agent shall have has received notice to the contrary from such Purchaser Holder prior to the purchase issuance of such Notethe Notes. The Collateral Agent may consult with legal counsel (who may be counsel for the Note PartiesCompanies), independent accountants and other experts selected by it, and shall will not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase making of any Note, a Loan that by its terms must be fulfilled to the satisfaction of a Purchaserthe Lender, the Collateral Agent may presume that such condition is satisfactory to such Purchaser the Lender unless the Collateral Agent shall have received notice to the contrary from such Purchaser the Lender prior to the purchase making of such NoteLoan. The Collateral Agent may consult with legal counsel (who may be counsel for the Note Parties)counsel, independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Reliance by Collateral Agent. The Collateral Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, Internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Collateral Agent also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the purchase making of any Notea Loan, that by its terms must be fulfilled to the satisfaction of a Purchaser, the Collateral Agent may presume that such condition is satisfactory to such Purchaser unless the Collateral Agent shall have received notice to the contrary from such Purchaser prior to the purchase making of such NoteLoan. The Collateral Agent may consult with legal counsel (who may be counsel for the Note Parties), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.