Common use of Reliance Clause in Contracts

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and Agreement, any other Credit Document Document, the Hermes Cover and its duties hereunder and thereunder, upon advice of counsel selected by such the Facility Agent.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Administrative Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, email, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and Agreement, any other Credit Document Document, the Hermes Cover and its duties hereunder and thereunder, upon advice of counsel selected by such the Facility Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype teletype, facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such AgentAgent (which may be counsel for the Credit Parties).

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, email, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent reasonably believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Administrative Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone any telephone, telex, teletype, telecopier or electronic mail message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement any of the other Loan Documents and any other Credit Document and its their duties hereunder and or thereunder, upon advice of counsel selected by such Agent, independent accountants or other experts selected by Agent and shall not incur any liability for relying thereon.

Reliance. Each Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statementconsent, certificate, telexaffidavit, teletype or telecopier messageletter, cablegram, radiogramtelegram, telecopy, telex or teletype message, written statement, order or other document or telephone message conversation believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement Person or Persons and any other Credit Document and its duties hereunder and thereunder, upon advice and statements of legal counsel (including counsel to the Agent), independent accountants and other experts selected by such Agent.

Reliance. Each Agent Agents shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, order or other document (including any electronic message, internet or intranet website posting or other distribution) or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement any of the other Loan Documents and any other Credit Document and its their duties hereunder and or thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Personperson or entity, and, with respect to all legal matters pertaining to this the Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each Agent Agents shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement any of the other Loan Documents and any other Credit Document and its their duties hereunder and or thereunder, upon advice of counsel selected by such AgentAgents.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype teletype, facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such AgentAgent (which may be counsel for the Credit Parties).

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any of the other Credit Document Loan Documents and its duties hereunder and or thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relyingrelying upon, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype teletype, email or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Facility Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statementconsent, certificate, telexaffidavit, letter, email, telecopy, telex or teletype or telecopier message, cablegram, radiogramstatement, order or other document or telephone message conversation believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement person or persons and any other Credit Document and its duties hereunder and thereunder, upon advice and statements of counsel legal counsel, independent accountants and other experts selected by such Agent.

Reliance. Each Agent The Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype teletype, facsimile or telecopier e-mail message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such either Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such either Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person. The Agent may consult with legal counsel (including counsel for any Related Person), and, independent public accountants and other experts selected by the Agent and shall not be liable for any action taken or omitted to be taken in accordance with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon the advice of counsel selected by such Agentcounsel, accountants or experts.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any other Credit Loan Document and its duties hereunder and or thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement any of the other Loan Documents and any other Credit Document and its their duties hereunder and or thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statementconsent, certificate, telexaffidavit, teletype or telecopier messageletter, cablegram, radiogramtelegram, telecopy, telex or teletype message, written statement, order or other document or telephone message conversation believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement Person or Persons and any other Credit Document and its duties hereunder and thereunder, upon advice and statements of legal counsel (including counsel to the Agent), independent accountants and other experts selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agent (which may be counsel for the Credit Parties).

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier email message, cablegram, radiogramfacsimile, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Administrative Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone any telephone, telex, teletype, facsimile or electronic mail message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement any of the other Loan Documents and any other Credit Document and its their duties hereunder and or thereunder, upon advice of counsel selected by such Agent, independent accountants or other experts selected by Agent and shall not incur any liability for relying thereon.

Reliance. Each The Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Transaction Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any of the other Credit Document Loan Documents and its duties hereunder and or thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any other Credit Document Note and its duties hereunder and or thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected (and shall have no liability to any person) in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent The Agents shall be entitled to rely, and shall be fully -------- protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, Person and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agents.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.. 135

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, notice, statement, certificate, order or other document or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any other Credit Loan Document and its duties hereunder and or thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telexor email, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent reasonably believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Administrative Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with without respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Financing Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telexemail, teletype facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Personperson or entity, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document the Other Documents and its duties hereunder and thereunderhereunder, upon advice of counsel selected by such Agent.it. Agent may employ agents and attorneys-in-fact and shall not be 63

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.Agreement

Reliance. Each The Agent shall be entitled to rely, and shall be fully -------- protected in relying, upon any notenotes, writing, resolution, notice, statement, certificate, telex, teletype teletype, facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, 'and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, thereunder upon advice of counsel selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any noteNote, writing, resolution, notice, statement, consent certificate, telexaffidavit, teletype or telecopier messageletter, cablegram, radiogramtelegram, telefacsimile or telex message, statement, order or other document or telephone message conversation believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement Person or Persons and any other Credit Document and its duties hereunder and thereunder, upon advice and statements of legal counsel (including, without limitation, counsel to the Borrowers), independent accountants and other experts selected by such Agent.the

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writingwriting (including any electronic message, Internet or intranet website posting or other distribution), resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, an writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agent (which may be counsel for the Credit Parties).

Reliance. Each The Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, legal opinion, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Personperson or entity, and, with respect to all legal matters pertaining to this the Agreement and any other Credit Document the Notes and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit and upon all other matters pertaining to this Agreement and the Notes and its duties thereunder, upon advice of other experts selected by it.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogramradio gram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel (which may be counsel for the Borrower) selected by such Agentit.

Reliance. Each Agent shall be entitled to rely, and -------- shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such AgentAgent (which may be counsel for the Credit Parties).

Reliance. Each Agent The Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, electronic mail, cablegram, radiogram, order or other document or document, telephone message or other electronic form of communication signed, sent or made by any Person that such Agent the Agents believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice and statements of legal counsel (including, without limitation, counsel to any Credit Party or any of their respective Subsidiaries), independent accountants and other experts selected by such Agentthe Agents.

Reliance. Each The Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other the Credit Document Documents and its duties hereunder and thereunderhereunder, upon advice of counsel selected by such Agentit.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone any telephone, telex, teletype or facsimile transmission message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any other Credit Document Note and its duties hereunder and or thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement person or entity. Agent may employ agents and attorneys-in-fact and shall not be liable for the default or misconduct of any other Credit Document and its duties hereunder and thereunder, upon advice of counsel such agents or attorneys-in-fact selected by such AgentAgent with reasonable care.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statementconsent, certificatecertification, telexaffidavit, teletype or telecopier messageletter, cablegram, radiogramtelegram, telecopy, telex or teletype message, statement, order or other document or telephone message call or conversation reasonably believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement Person or Persons and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.and

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully -------- protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, legal opinion, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each The Agent shall be entitled to rely, and -------- shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent or such Joint Lead Arranger, as the case may be, believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any noteNote, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agent (which may be counsel for the Credit Parties).

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype teletype, facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any notenotice, writing, resolution, resolution notice, statement, certificate, order or other document (including any electronic message, internet or intranet website posting or other distribution) or any telephone, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining herein or to this Agreement and any of the other Credit Document Loan Documents and its duties hereunder and or thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and or any other Credit Document Loan Instrument and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any noteRevolving Note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agent (which may be counsel for the Credit Parties).

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agents.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype teletype, facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent reasonably believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document -73- and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent reasonably believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Personperson or entity, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document the Other Agreements and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.its

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Personperson or entity, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each Agent shall in all cases be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message conversation believed by it to be genuine and correct and to have been signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement Person or Persons and any other Credit Document and its duties hereunder and thereunder, upon advice and statements of legal counsel (including counsel to the Borrower), independent accountants and other experts selected by such Agent.

Reliance. Each The Agent and the Arranger shall be entitled to rely, and shall be fully protected (and shall have no liability to any Person) in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier facsimile message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent or the Arranger believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agentthe Agent or the Arranger.

Reliance. Each Agent of the Agents shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier email message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the applicable Agent reasonably believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Administrative Agent.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be -------- fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Loan Document and its duties hereunder and thereunder, upon advice of counsel selected by such the Agent.

Reliance. Each The Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such the Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document Transaction Agreement and its duties hereunder and thereunder, upon advice of counsel selected by such Agentit.

Reliance. Each Agent shall be entitled to rely, and shall be fully protected in relying, upon any note, writing, resolution, notice, statement, certificate, telex, teletype tele type, facsimile or telecopier message, cablegram, radiogram, order or other document or telephone message signed, sent or made by any Person that such Agent believed to be the proper Person, and, with respect to all legal matters pertaining to this Agreement and any other Credit Document and its duties hereunder and thereunder, upon advice of counsel selected by such Agent.