Reliance by Funding Agent. Each Funding Agent shall in all cases be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to its CP Conduit), independent accountants and other experts selected by such Funding Agent. Each Funding Agent shall in all cases be fully justified in failing or refusing to take any action under this Agreement, the other Loan Documents or any other document furnished in connection herewith or therewith unless such action is expressly provided for herein or therein or such Funding Agent shall first receive such advice or concurrence of its CP Conduit as it deems appropriate, or it shall first be indemnified to its satisfaction by such CP Conduit against any and all liability, cost and expense which may be incurred by it by reason of taking or continuing to take any such action. Each Funding Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement or any other Loan Document or any other document furnished in connection herewith or therewith in accordance with a request of its CP Conduit and such request and any action taken or failure to act pursuant thereto shall be binding upon such CP Conduit.
Appears in 4 contracts
Samples: Credit Agreement (Fifth Street Senior Floating Rate Corp.), Credit Agreement (Fifth Street Senior Floating Rate Corp.), Credit Agreement (FS Energy & Power Fund)
Reliance by Funding Agent. Each The Funding Agent shall in all cases be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to its CP ConduitPARCO and each APA Bank), independent accountants and other experts selected by such the Funding Agent. Each The Funding Agent shall in all cases be fully justified in failing or refusing to take any action under this Agreement, the Funding Agreement, any other Loan Documents Operative Document or any other document furnished in connection herewith or therewith unless such action is expressly provided for herein or therein or such Funding Agent it shall first receive such advice or concurrence of its CP Conduit the Required APA Banks or all of the APA Banks, as applicable, as it deems appropriate, or it shall first be indemnified to its satisfaction by such CP Conduit the APA Banks against any and all liability, cost and expense which may be incurred by it by reason of taking or continuing to take any such action. Each The Funding Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement, the Funding Agreement or any other Loan Operative Document or any other document furnished in connection herewith or therewith in accordance with a request of its CP Conduit the Required APA Banks or all of the APA Banks, as applicable, and such request and any action taken or failure to act pursuant thereto shall be binding upon such CP Conduitall of the APA Banks.
Appears in 1 contract
Reliance by Funding Agent. Each The Funding Agent shall in all cases be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to its CP Conduitthe Purchaser and the APA Banks), independent accountants and other experts selected by such the Funding Agent. Each The Funding Agent shall in all cases be fully justified in failing or refusing to take any action under this Agreement, the any other Loan Documents Program Document or any other document furnished in connection herewith or therewith unless such action is expressly provided for herein or therein or such Funding Agent it shall first receive such advice or concurrence of its CP Conduit the Purchaser or the APA Banks, as it deems appropriate, or it shall first be indemnified to its satisfaction by such CP Conduit the Purchaser or the APA Banks against any and all liability, cost and expense which may be incurred by it by reason of taking or continuing to take any such action. Each The Funding Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement or any other Loan Program Document or any other document furnished in connection herewith or therewith in accordance with a request of its CP Conduit and such request and any action taken the Purchaser or failure to act pursuant thereto shall be binding upon such CP Conduitthe APA Banks.
Appears in 1 contract
Samples: Transfer and Administration Agreement (Navistar Financial Retail Receivables Corporation)
Reliance by Funding Agent. Each The Funding Agent shall in all cases be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to its CP ConduitPARCO or any APA Bank), independent accountants and other experts selected by the Funding Agent and shall not be liable for any action taken or omitted to be taken by it in good faith in accordance with the advice of such Funding Agentcounsel, accountants or experts. Each The Funding Agent shall in all cases be fully justified in failing or refusing to take any action under this Agreement, the other Loan Transaction Documents or any other document furnished in connection herewith or therewith unless such action is expressly provided for herein or therein or such Funding Agent it shall first receive such advice or concurrence of its CP Conduit PARCO or the APA Banks, as applicable, as it deems appropriate, appropriate or it shall first be indemnified to its satisfaction by such CP Conduit PARCO or the APA Banks, as applicable, against any and all liability, cost liability and expense which may be incurred by it by reason of taking or continuing to take any such action. Each The Funding Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement or any other Loan Document or any other document furnished in connection herewith or therewith the Transaction Documents in accordance with a request of its CP Conduit PARCO or the Required APA Banks, as applicable, and such request and any action taken or failure to act pursuant thereto shall be binding upon such CP ConduitPARCO and the APA Banks, as applicable.
Appears in 1 contract
Samples: Asset Purchase Agreement (Ikon Office Solutions Inc)
Reliance by Funding Agent. Each The Funding Agent shall in all cases be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including, without limitation, counsel to its CP ConduitPARCO and the APA Banks), independent accountants and other experts selected by such the Funding Agent. Each The Funding Agent shall in all cases be fully justified in failing or refusing to take any action under this Agreement, the other Loan Transaction Documents or any other document furnished in connection herewith or therewith unless such action is expressly provided for herein or therein or such Funding Agent it shall first receive such advice or concurrence of its CP Conduit the Required Participants, the Required APA Banks or all of the APA Banks, as applicable, as it deems appropriate, or it shall first be indemnified to its satisfaction by such CP Conduit the APA Banks against any and all liability, cost and expense which may be incurred by it by reason of taking or continuing to take any such action. Each The Funding Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement or any other Loan Transaction Document or any other document furnished in connection herewith or therewith in accordance with a request of its CP Conduit the Required Participants, the Required APA Banks or all of the APA Banks, as applicable, and such request and any action taken or failure to act pursuant thereto shall be binding upon such CP Conduitall the APA Banks.
Appears in 1 contract
Samples: Receivables Transfer Agreement (Collins & Aikman Corp)