Common use of Reliance by Issuer Clause in Contracts

Reliance by Issuer. Each Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks with respect to such acts or omissions, and (B) as additionally provided herein with respect to each Fronting Bank. To the extent not inconsistent with §3.4, the Agent and any Fronting Bank shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the Agent. The Agent and any Fronting Bank shall be fully justified in failing or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreement) unless it shall first have received such advice or concurrence of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement) as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Agent and any Fronting Bank shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement), and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks and all future holders of the Notes or of a participation in any Letter of Credit Obligations. Any Fronting Bank may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Reliance by Issuer. Each Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks with respect to such acts or omissions, and (B) as additionally provided herein with respect to each Fronting Bank. To the extent not inconsistent with §3.4ss.4.4, the Letter of Credit Issuer and the Administrative Agent and any Fronting Bank shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the Letter of Credit Issuer or the Administrative Agent. The Letter of Credit Issuer and the Administrative Agent and any Fronting Bank shall be fully justified in failing or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreement) Agreement unless it shall first have received such advice or concurrence of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement) Lenders as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks Lenders against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Letter of Credit Issuer and the Administrative Agent and any Fronting Bank shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 Agreement in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement)Lenders, and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks Lenders and all future holders of the Revolving Credit Notes or of a participation Letter of Credit Participation. Unless otherwise agreed to, in the particular instance, the Borrowers hereby authorize any Letter of Credit Obligations. Any Fronting Bank may send Issuer to select an advising bank, if any, select a Letter of Credit or conduct paying bank, if any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with and Select a beneficiarynegotiating bank.

Reliance by Issuer. Each Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks with respect to such acts or omissions, and (B) as additionally provided herein with respect to each Fronting Bank. To the extent not inconsistent with §3.4(S)5.4, ------------------ the Agent Issuing Bank and any Fronting Bank the Foreign Issuing Bank, as the case may be, shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit or Foreign Letter of Credit, as the case may be, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the AgentIssuing Bank or the Foreign Issuing Bank, as the case may be. The Agent Issuing Bank and any Fronting Bank the Foreign Issuing Bank, as the case may be, shall be fully justified in failing or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreement) Agreement unless it shall first have received such advice or concurrence of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement) Majority Lenders as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks Lenders against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Agent Issuing Bank and any Fronting Bank the Foreign Issuing Bank, as the case may be, shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 Credit Agreement in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement)Majority Lenders, and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks Lenders and all future holders of the Notes Revolving Credit Notes, Loan Accounts or of a participation in any Letter of Credit Obligations. Any Fronting Bank may send a Letter of Credit Participation or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means a Foreign Letter of communicating with a beneficiaryCredit Participation.

Reliance by Issuer. Each Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks with respect to such acts or omissions, and (B) as additionally provided herein with respect to each Fronting Bank. To the extent not inconsistent with §3.4Section 4.4, the Letter of Credit Issuer and the Agent and any Fronting Bank shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the Letter of Credit Issuer or the Agent. The Letter of Credit Issuer and the Agent and any Fronting Bank shall be fully justified in failing or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreement) Agreement unless it shall first have received such advice or concurrence of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement) Lenders as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks Lenders against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Letter of Credit Issuer and the Agent and any Fronting Bank shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 Agreement in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement)Lenders, and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks Lenders and all future holders of the Revolving Credit Notes or of a participation Letter of Credit Participation. Unless otherwise agreed to, in the particular instance, the Borrowers hereby authorize any Letter of Credit Obligations. Any Fronting Bank may send Issuer to select an advising bank, if any, select a Letter of Credit or conduct paying bank, if any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with and select a beneficiarynegotiating bank.

Reliance by Issuer. Each Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks with respect to such acts or omissions, and (B) as additionally provided herein with respect to each Fronting Bank. To the extent not inconsistent with §3.4ss.4.4, the ------------------ Administrative Agent and any Fronting Bank shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the Administrative Agent. The Administrative Agent shall not be required to take any discretionary action under this Credit Agreement (and any Fronting Bank shall be fully justified protected in failing acting or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreementrefraining from acting) unless it shall first have received such advice or concurrence of the Required Revolving Credit Majority Banks (or such other number or percentage of the Banks as may be required by this Agreement) as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action; provided that nothing in this ss.4.5 shall require the Administrative -------- Agent to obtain the consent of the Majority Banks before taking any action with respect to a Letter of Credit. The Administrative Agent and any Fronting Bank shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 Credit Agreement in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement)Majority Banks, and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks and all future holders of the Revolving Credit Notes or of a participation in any Letter of Credit Obligations. Any Fronting Bank may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryParticipation.

Reliance by Issuer. Each The Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each the Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such the Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks Bank with respect to such acts or omissions, and (B) as additionally provided herein with respect to each the Fronting Bank. To the extent not inconsistent with §3.4, the Agent and any Fronting Bank shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the Agent. The Agent and any Fronting Bank shall be fully justified in failing or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreement) unless it shall first have received such advice or concurrence of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement) as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Agent and any Fronting Bank shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement), and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks and all future holders of the Notes or of a participation in any Letter of Credit ObligationsParticipation. Any The Fronting Bank may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiary.

Reliance by Issuer. Each The Fronting Bank shall act on behalf of the Revolving Credit Banks with respect to any Letters of Credit issued by it and the documents associated therewith, and each the Fronting Bank shall have all of the benefits and immunities (A) provided to the Agent in §16 with respect to any acts taken or omissions suffered by such the Fronting Bank in connection with Letters of Credit issued by it or proposed to be issued by it and Issuer Documents pertaining to such Letters of Credit as fully as if the term “Agent” as used in §16 included the Fronting Banks Bank with respect to such acts or omissions, and (B) as additionally provided herein with respect to each the Fronting Bank. To the extent not inconsistent with §3.4, the Agent and any Fronting Bank shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document 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, independent accountants and other experts selected by the Agent. The Agent and any Fronting Bank shall be fully justified in failing or refusing to take any action under this §3 (other than the issuance of a Letter of Credit pursuant to a Letter of Credit Application and otherwise in accordance with the terms of this Agreement) unless it shall first have received such advice or concurrence of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement) as it reasonably deems appropriate or it shall first be indemnified to its reasonable satisfaction by the Revolving Credit Banks against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. The Agent and any Fronting Bank shall in all cases be fully protected by the Revolving Credit Banks in acting, or in refraining from acting, under this §3 in accordance with a request of the Required Revolving Credit Banks (or such other number or percentage of the Banks as may be required by this Agreement), and such request and any action taken or failure to act pursuant thereto shall be binding upon the Banks and all future holders of the Notes or of a participation in any Letter of Credit Obligations. Any Fronting Bank may send a Letter of Credit or conduct any communication to or from the beneficiary via the Society for Worldwide Interbank Financial Telecommunication (“SWIFT”) message or overnight courier, or any other commercially reasonable means of communicating with a beneficiaryParticipation.