Requests for Instructions. The Service Provider may request Instructions from an Authorized Person and may refuse to act if such refusal is permitted by this Agreement or otherwise reasonable under the circumstances, including when the Service Provider reasonably doubts the contents, authorization, origination or compliance with any Security Procedures or applicable Law of an Instruction, and will promptly notify the Client of its decision.
Requests for Instructions. At any time the Bank may apply to an officer of a Fund for Oral or Written Instructions with respect to any matter arising in connection with the Bank's duties and obligations hereunder, and the Bank shall not be liable for any action taken or permitted by it in good faith in accordance with such Oral or Written Instructions. Such application for Oral or Written Instructions may, at the option of the Bank, set forth in writing any action proposed to be taken or omitted by the Bank with respect to its duties or obligations hereunder and the date on or after which such action shall be taken, and the Bank shall not be liable for any action taken or omitted in accordance with a proposal included in any such application on or after the date specified therein (which shall be at least 5 days after the date of such Fund's receipt of such application) unless, prior to taking or omitting any such action, the Bank has received Oral or Written Instructions in response to such application specifying the action to be taken or omitted. The Bank may apply for and obtain the advice and opinion of counsel to the Fund or of its own counsel, at the expense of the Fund, and shall be fully protected with respect to anything done or omitted by it in good faith in conformity with such advice or opinion.
Requests for Instructions. At any time the Trustee may request an instruction in writing in English from the Sponsor or a Participant with respect to any action which the Sponsor or a Participant is authorized to direct the Trustee hereunder, and may, at its own option, include in such request the course of action it proposes to take and the date on which it proposes to act, regarding any matter arising in connection with its duties and obligations under this Agreement. The Trustee shall not be liable for acting in accordance with such a proposal on or after the date specified therein, provided that the specified date shall be at least three (3) Business Days after the Sponsor or Participant receives the Trustee's request for instructions and its proposed course of action, and provided further that, prior to so acting, the Trustee has not received the written instructions requested.
Requests for Instructions. The Collateral Agents may at any time request instructions from the Purchasers’ Agent and/or the Purchasers with respect to any actions or approvals which, by the terms of this Agreement or any of the Security, the Collateral Agents are permitted or required to take or to grant, and the Collateral Agents shall be absolutely entitled to refrain from taking any such action or to withhold any such approval and shall not be under any liability whatsoever as a result thereof until it shall have received such instructions from the Purchasers’ Agent and/or the Purchasers. The Purchasers’ Agent and the Purchasers shall not have any right of action whatsoever against the Collateral Agents as a result of the Collateral Agents acting or refraining from acting under the Security in accordance with instructions from the Purchasers’ Agent or the Purchasers. The Collateral Agents shall in all cases be fully justified in failing or refusing to take or continue any action under the Security unless it shall have received further assurances to its satisfaction from the Purchasers of their indemnification obligations under Section 21.10 of this Agreement against any and all liability and expense which may be incurred by it by reason of taking or continuing to take such action, and unless it shall be secured in respect thereof as it may deem appropriate.
Requests for Instructions. KSvC may request instructions from the Transfer Agent at any time regarding any question or action to be taken or omitted hereunder. The Transfer Agent shall respond promptly with instructions. KSvC shall not be liable for any action taken or omitted hereunder in compliance with such instructions, so long as KSvC acts in good faith and without gross negligence or willful misconduct.
Requests for Instructions. If the Collateral Agent shall request instructions from the Secured Creditors with respect to any act or action (including failure to act) in connection with this Agreement or any Collateral Document, the Collateral Agent shall be entitled to refrain from such act or taking such action unless and until the Collateral Agent shall have received instructions from the Required Secured Creditors, and the Collateral Agent shall not incur liability to any person by reason of so refraining. Without limiting the foregoing, no Secured Creditor shall have any right of action whatsoever against the Collateral Agent as a result of the Collateral Agent acting or refraining from acting hereunder or under any Collateral Document in accordance with the instructions of the Required Secured Creditors in accordance with this Agreement and the Collateral Documents. Notwithstanding the foregoing, the Collateral Agent may not refuse to perform the duties expressly required of it by the terms of this Agreement.
Requests for Instructions. In addition to the required consents or approvals referred to in Section 6(b) above, Lead Lender may at any time request instructions from the Lenders with respect to any waivers, consents, approvals or other actions which, by the terms of this Agreement or of any of the Loan Documents, do not require consent of, or instructions from, the Lenders, and if such instructions are promptly requested, Lead Lender shall be absolutely entitled to refrain from taking any action or to withhold any approval and shall not be under any liability whatsoever to the Lenders for refraining from taking any action or withholding any approval under any of the Loan Documents until it shall have received such instructions from the Lenders. Without limiting the foregoing, no Lender shall have any right of action whatsoever against Lead Lender as a result of Lead Lender acting or refraining from acting under this Agreement or any of the other Loan Documents in accordance with the instructions of any Lender. Lead Lender shall in all cases be fully protected from the Lenders in acting, or in refraining from acting, hereunder and under any other Loan Document in accordance with written instructions signed by the all Lenders, and such instructions and any action taken or failure to act pursuant thereto shall be binding on all of Lenders. N-235297 Without limiting the foregoing, as among Lenders, under no circumstances shall Lead Lender be required to take any action that (i) Lead Lender in good faith believes could reasonably cause it to incur any liability (unless such other Lenders provide to Lead Lender protection against such liability satisfactory to Lead Lender in its sole discretion) or (ii) is in violation of any legal requirement.
Requests for Instructions. The Required Purchasers (or such other number or percentage of Purchasers as shall be expressly provided for in this Agreement or in the other Transaction Documents) may provide instructions to the Collateral Agent. If the Collateral Agent shall request instructions from the Required Purchasers (or such other number or percentage of the Purchasers as shall be expressly provided for in this Agreement or in the other Transaction Documents) with respect to any act or action (including a failure to act) in connection with this Agreement or any other Transaction Document, the Collateral Agent shall be entitled to refrain from such action or taking such action unless and until it shall have received instructions from the Required Purchasers (or such other number or percentage of the Purchasers) and it shall not incur any liability to any Person (including any Note Party) by reason of so refraining. The Collateral Agent shall be fully justified in failing or refusing to take any action hereunder or under any other Transaction Document (a) if such action would, in the opinion of the Collateral Agent, be contrary to law or the terms of this Agreement or any other Transaction Document or (b) if the Collateral Agent shall not first be indemnified to its satisfaction against any and all liability and expense which may be incurred by it by reason of taking or continuing to take any such action. Without limiting the foregoing, no Purchaser shall have any right of action whatsoever against the Collateral Agent as a result of the Collateral Agent acting or refraining from taking any action hereunder or under any other Transaction Document in accordance with the instructions of the Required Purchasers (or such other number or percentage of Purchasers as shall be expressly provided for in this Agreement or in the other Transaction Documents).
Requests for Instructions. Newly hired maintenance employees shall be asked to provide the Company with instructions relating to this article according to the form included in Article 21.03.05. This form shall be returned to the Company as soon as possible.
Requests for Instructions. Subject to the Decision Rules, Admin- istrative Agent may at any time (even if this Agreement does not require it) request instructions from Majority Lenders on any Discretionary Ac- tion. Administrative Agent may refrain from taking (and may withhold) any Discretionary Action (and shall incur no liability to any Person for doing so) until Administrative Agent has received such instructions.
