Reliance on Instructions of Required Holders. The Collateral Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the written instructions of the Required Holders and such instructions shall be binding upon all the Holders; provided that the Collateral Agent shall not be required to take any action which the Collateral Agent in good faith believes (i) could reasonably be expected to expose it to personal liability or (ii) is contrary to this Agreement, the Collateral Documents and applicable law.
Appears in 2 contracts
Samples: Convertible Secured Note Purchase Agreement (Photogen Technologies Inc), Convertible Secured Note Purchase Agreement (Alliance Pharmaceutical Corp)
Reliance on Instructions of Required Holders. The Collateral Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the written instructions of the Required Holders and such instructions shall be binding upon all the HoldersPurchasers; provided provided, however, that the Collateral Agent shall not be required to take any action which the Collateral Agent in good faith believes (iA) could reasonably be expected to expose it to personal liability or (iiB) is contrary to this Agreement, the Collateral Security Documents and applicable law.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Matritech Inc/De/), Securities Purchase Agreement (P Com Inc)
Reliance on Instructions of Required Holders. The Collateral Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the written instructions of the Required Holders and such instructions shall be binding upon all the HoldersPurchasers; provided PROVIDED, HOWEVER, that the Collateral Agent shall not be required to take any action which the Collateral Agent in good faith believes (iA) could reasonably be expected to expose it to personal liability or (iiB) is contrary to this Agreement, the Collateral Security Documents and applicable law.
Appears in 1 contract
Reliance on Instructions of Required Holders. The Collateral Agent shall be required to act or to refrain from acting (and shall be fully protected in so acting or refraining from acting) upon the written instructions of the Required Holders and such instructions shall be binding upon all the HoldersPurchasers; provided that the Collateral Agent shall not be required to take any action which the Collateral Agent in good faith believes (i) could reasonably be expected to expose it to personal liability or (ii) is contrary to this Agreement, the Collateral Security Documents and applicable law.
Appears in 1 contract
Samples: Exchange Agreement (Virologic Inc)