Common use of Reliance Upon Documents Clause in Contracts

Reliance Upon Documents. (a) In the absence of bad faith on its part, the Collateral Agent (i) may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any note, notice, resolution, consent, certificate, affidavit, letter, telegram, teletype message, statement, order or other document reasonably believed by it to be genuine and correct and to have been signed or sent by the proper Person or Persons, (ii) shall not be obligated to make any investigation into facts or matters stated in any such document or instrument and (iii) shall have no liability in acting, or in omitting to act, where such action or omission to act is in reliance upon any statement or opinion contained in any such document or instrument. The Collateral Agent assumes no responsibility or liability for (i) the correctness of the recitals to this Agreement, or (ii) the validity, execution (except its own execution), effectiveness, value, sufficiency, enforceability or legality of this Agreement, or the other Financing Agreements or of the Collateral (or any part thereof). The Collateral Agent shall have no responsibility for maintaining the value of the Collateral or, ensuring that any Collateral is properly delivered to it, provided that the Collateral Agent shall be responsible for holding the Collateral in accordance with the provisions hereof. The Collateral Agent shall take or cause to be taken all action recommended pursuant to any Opinion of Counsel received by the Collateral Agent as may be necessary or appropriate to perfect and protect the Security Interests granted hereby.

Reliance Upon Documents. (a) In the absence of gross negligence or bad faith on its part, the Collateral Agent (i) may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any note, notice, resolution, consent, certificate, affidavit, letter, telegram, teletype message, statement, order or other document reasonably believed by it to be genuine and correct and to have been signed or sent by the proper Person or Persons, (ii) shall not be obligated to make any investigation into facts or matters stated in any such document or instrument and (iii) shall have no liability in acting, or in omitting to act, where such action or omission to act is in reliance upon any statement or opinion contained in any such document or instrument. The Neither the Collateral Agent assumes no nor any of its officers, directors, employees, agents, attorneys-in-fact or Affiliates assume any responsibility or liability for (i) the correctness of the recitals to this AgreementAgreement or any other Financing Document to which it is a party, or (ii) nor for the validity, execution (except its own execution), effectiveness, value, sufficiency, sufficiency or enforceability or legality of this AgreementAgreement or any other Financing Document or for the failure of the Issuer or Co-Issuer to perform its obligations thereunder. The Collateral Agent shall not be under any obligation to any other Secured Party to ascertain or to inquire as to the observance or performance of any agreements contained in, or the conditions of, this Agreement or any other Financing Agreements Document, or to inspect the properties, books or records of the Collateral (Issuer or any part thereof)the Co-Issuer. The Collateral Agent shall have no responsibility for maintaining the value of the Collateral or, ensuring that any Collateral is properly delivered to it, ; provided that the Collateral Agent shall be responsible for holding the Collateral in accordance with the provisions hereofhereof and of the other Financing Documents. The Collateral Agent shall take or cause to be taken all action recommended pursuant to any Opinion of Counsel received by the Collateral Agent pursuant to Section 4.8 of the Common Agreement as may be necessary or appropriate to perfect and protect the security interests granted by the Security Interests granted herebyAgreement.

Reliance Upon Documents. (a) In the absence of bad faith on its part, the Collateral Agent (i) may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any note, notice, resolution, consent, certificate, affidavit, letter, telegram, teletype message, statement, order or other document or instrument reasonably believed by it to be genuine and correct and to have been signed or sent by the proper Person or Persons, (ii) shall not be obligated to make any investigation into facts or matters stated in any such document or instrument and (iii) shall have no liability in acting, or in omitting to act, where such action or omission to act is in reliance upon any statement or opinion contained in any such document or instrument. The Collateral Agent assumes no responsibility or liability for (i) the correctness of the recitals to this Agreement, Agreement or (ii) for the validity, execution (except its own execution), effectiveness, value, sufficiency, sufficiency or enforceability or legality of this Agreement, or Agreement against the other Financing Agreements parties hereto, of the other Transaction Documents against the parties thereto or of the other Collateral (or any part thereof)) against any parties thereto. The Collateral Agent shall have no responsibility for maintaining the value of the Collateral or, or ensuring that any Collateral is properly delivered to it, ; provided that the Collateral Agent shall be responsible for holding the Collateral in accordance with the provisions hereof. The Collateral Agent Issuer shall take or cause to be taken all action specified in Annex A hereto or recommended pursuant to any Opinion of Counsel received by the Collateral Agent Issuer pursuant to Section 10.02 as may be necessary or appropriate to perfect and protect the Security Interests granted security interests Granted hereby. In the event that any item of Collateral is not of the type specified in Annex A hereto, then the Issuer shall take such actions as are necessary to cause such item of Collateral to be subject to a valid perfected security interest in accordance with Section 2.01.

Reliance Upon Documents. (a) In the absence of bad faith on its part, the Collateral Agent Trustee or the Accountholder, as applicable, (i) may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any note, notice, resolution, consent, certificate, affidavit, letter, telegram, teletype message, statement, order or other document or instrument reasonably believed by it to be genuine and correct and to have been signed or sent by the proper Person or Persons, (ii) shall not be obligated to make any investigation into facts or matters stated in any such document or instrument and (iii) shall have no liability in acting, or in omitting to act, where such action or omission to act is in reliance upon any statement or opinion contained in any such document or instrument. The Collateral Agent Neither the Trustee nor the Accountholder assumes no responsibility or liability for (i) the correctness of the recitals to this Agreement, Agreement or (ii) for the validity, execution (except its own execution), effectiveness, value, sufficiency, sufficiency or enforceability or legality of this Agreement, or Agreement against the other Financing Agreements parties hereto, of the other Transaction Documents against the parties thereto or of the other Collateral (or any part thereof)) against any parties thereto. The Collateral Agent Neither the Trustee nor the Accountholder shall have no responsibility for maintaining the value of the Collateral or, or ensuring that any Collateral is properly delivered to it, ; provided that the Collateral Agent Accountholder shall be responsible for holding the Collateral in accordance with the provisions hereof. The Collateral Agent Issuer shall take or cause to be taken all action specified in Annex A hereto or recommended pursuant to any Opinion of Counsel received by the Collateral Agent Issuer pursuant to Section 10.02 as may be necessary or appropriate to perfect and protect the Security Interests granted security interests Granted hereby. In the event that any item of Collateral is not of the type specified in Annex A hereto, then the Issuer shall take such actions as are necessary to cause such item of Collateral to be subject to a valid perfected security interest in accordance with Section 2.01.