Common use of RESPONSIBILITY OF THE AGENTS Clause in Contracts

RESPONSIBILITY OF THE AGENTS. 20.1 No Agent shall be responsible to anyone with respect to the validity of this Agreement or the Notes or Coupons or for any act or omission by it in connection with this Agreement or any Note or Coupon except for its own gross negligence, wilful default or bad faith, including that of its officers and employees. 20.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers or the Guarantor in the performance of its obligations under the Conditions or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly on receiving any notice given by a Noteholder in accordance with Condition 10 (Events of Default and Enforcement), the Principal Paying Agent notifies the relevant Issuer and the Guarantor of the fact and furnishes it with a copy of the notice. 20.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it desirable that any matter be established by an Issuer or the Guarantor prior to taking or suffering any action under this Agreement, the matter may be deemed to be conclusively established by a certificate signed by the relevant Issuer or the Guarantor and delivered to the Agent and the certificate shall be a full authorisation to the Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the certificate.

Appears in 3 contracts

Samples: Agency Agreement, Agency Agreement, Agency Agreement

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RESPONSIBILITY OF THE AGENTS. 20.1 No Agent shall be responsible to anyone with respect to the validity of this Agreement or the Notes or Coupons or for any act or omission by it in connection with this Agreement or any Note or Coupon except for its own gross negligence, wilful misconduct, default or bad faith, including that of its officers and employees. 20.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers or the Guarantor in the performance of its obligations under the Conditions or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly as soon as reasonably practicable on receiving any notice given by a Noteholder in accordance with Condition 10 (Events of Default and Enforcement)10, the Principal Paying Agent notifies the relevant Issuer and and, where applicable, the Guarantor of the fact and furnishes it with a copy of the notice. 20.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it desirable that any matter be established by an Issuer or the Guarantor prior to taking or suffering any action under this Agreement, the matter may be deemed to be conclusively established by a certificate signed by the relevant Issuer or the Guarantor and delivered to the Agent and the certificate shall be a full authorisation to the Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the certificate.

Appears in 2 contracts

Samples: Agency Agreement, Agency Agreement

RESPONSIBILITY OF THE AGENTS. 20.1 No Agent shall be responsible to anyone with respect to the validity of this Agreement or the Notes or Coupons or for any act or omission by it in connection with this Agreement or any Note or Coupon except for its own gross negligence, wilful default or bad faithfraud, including that of its officers and employees. 20.2 No Agent shall have any duty or responsibility in the case of any default by either of the Issuers or the Guarantor in the performance of its obligations under the Conditions or the Trust Deed or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly immediately on receiving any notice given by a Noteholder in accordance with Condition 10 (Events of Default and Enforcement)10, the Principal Paying Agent notifies the relevant Issuer Issuer, the Guarantor and the Guarantor Trustee of the fact and furnishes it with a copy of the notice. 20.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it desirable that any matter be established by an Issuer the relevant Issuer, the Guarantor or the Guarantor Trustee prior to taking or suffering any action under this Agreement, the matter may be deemed to be conclusively established by a certificate signed by the relevant Issuer Issuer, the Guarantor or the Guarantor Trustee and delivered to the Agent and the certificate shall be a full authorisation to the Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the certificate.certificate.β€Œ

Appears in 1 contract

Samples: Agency Agreement

RESPONSIBILITY OF THE AGENTS. 20.1 22.1 No Agent shall be responsible or accountable to anyone with respect to the validity of this Agreement or the Notes Notes, Receipts or Coupons or for any act or omission by it in connection with this Agreement or any Note Note, Receipt or Coupon except for its own gross negligence, wilful default or bad faith, including that of its officers and employees. 20.2 22.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers Issuer or the Guarantor in the performance of its obligations under the Conditions or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly on receiving any notice given by a Noteholder in accordance with Condition 10 (Events of Default Terms and Enforcement), the Principal Paying Agent notifies the relevant Issuer and the Guarantor of the fact and furnishes it with a copy of the noticeConditions. 20.3 22.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it necessary or desirable that any fact or matter be proved or established by an the Issuer or the Guarantor prior to taking or suffering any action under this Agreementhereunder, the such fact or matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved and established by a certificate signed by the relevant Issuer or the Guarantor and delivered to the such Agent and the such certificate shall be a full authorisation to the Agent such Agent, in its capacity as such, for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the such certificate.

Appears in 1 contract

Samples: Second Supplemental Agency Agreement (PT Portugal, SGPS, S.A.)

RESPONSIBILITY OF THE AGENTS. 20.1 No Agent shall be responsible or accountable to anyone with respect to the validity of this Agreement or the Notes or Coupons or for any act or omission by it in connection with this Agreement or any Note or Coupon except for its own gross negligence, wilful default or bad faithfraud, including that of its officers and employees. 20.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers or the Guarantor Issuer in the performance of its obligations under the Conditions or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly on receiving any forthwith upon receipt by the Principal Paying Agent of a notice given by a Noteholder in accordance with Condition 10 (Events of Default and Enforcement)10, the Principal Paying Agent notifies will notify the relevant Issuer thereof and the Guarantor of the fact and furnishes furnish it with a copy of the such notice. 20.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it necessary or desirable that any fact or matter be proved or established by an the Issuer or the Guarantor prior to taking or suffering any action under this Agreementhereunder, the such fact or matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved and established by a certificate signed by the relevant Issuer or the Guarantor and delivered to the such Agent and the such certificate shall be a full authorisation to the Agent such Agent, in its capacity as such, for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the such certificate.

Appears in 1 contract

Samples: Agency Agreement

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RESPONSIBILITY OF THE AGENTS. 20.1 21.1 No Agent shall be responsible to anyone with respect to the validity of this Agreement or the Notes Notes, Receipts or Coupons or for any act or omission by it in connection with this Agreement or any Note Note, Receipt or Coupon except for its own gross negligence, wilful default default, or bad faithfraud, including that of its officers officers, directors and employees. 20.2 21.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers or the Guarantor Issuer in the performance of its obligations under the Conditions or the Trust Deed or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly immediately on receiving any notice given by a Noteholder in accordance with Condition 10 (Events of Default and Enforcement)11, the Principal Paying Agent notifies the relevant Issuer and the Guarantor Trustee of the fact and furnishes it with a copy of the notice. 20.3 21.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it desirable that any matter be established by an the Issuer or the Guarantor Trustee prior to taking or suffering any action under this Agreement, the matter may be deemed to be conclusively established by a certificate signed by the relevant Issuer or the Guarantor Trustee and delivered to the Agent and the certificate shall be a full authorisation to the Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the certificate.

Appears in 1 contract

Samples: Agency Agreement

RESPONSIBILITY OF THE AGENTS. 20.1 21.1 No Agent shall be responsible to anyone with respect to the validity of this Agreement or the Notes Notes, Receipts or Coupons or for any act or omission by it in connection with this Agreement or any Note Note, Receipt or Coupon except for its own gross negligence, wilful default or bad faith, including that of its officers and employees. 20.2 21.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers relevant Issuer or the Guarantor in the performance of its obligations under the Conditions or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly immediately on receiving any a notice given by a Noteholder in accordance with Condition 10 (Events of Default and Enforcement)10, the Principal Paying Agent notifies the relevant Issuer and and, where applicable, the Guarantor of the fact and furnishes it with a copy of the notice. 20.3 21.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it desirable that any matter be established by an the relevant Issuer or the Guarantor prior to taking or suffering any action under this Agreement, the matter may be deemed to be conclusively established by a certificate signed by the relevant Issuer or the Guarantor and delivered to the Agent and the certificate shall be a full authorisation to the Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the certificate.

Appears in 1 contract

Samples: Programme Agreement (Enel Societa Per Azioni)

RESPONSIBILITY OF THE AGENTS. 20.1 18.1 No Agent shall be responsible to anyone with respect to the validity of this Agreement or the Notes or Coupons or for any act or omission by it in connection with this Agreement or any Note or Coupon except for its own gross negligence, wilful default or bad faithfraud, including that of its officers and employees. 20.2 18.2 No Agent shall have any duty or responsibility in the case of any default by the Issuers or the Guarantor Issuer in the performance of its obligations under the Conditions or the Note Trust Deed or, in the case of receipt of a written demand from a Noteholder or Couponholder, with respect to such default, provided however that promptly immediately on receiving any notice given by a Noteholder in accordance with Condition 10 12 (Events of Default and EnforcementDefault), the Principal Paying Agent notifies the relevant Issuer and the Guarantor Note Trustee of the fact and furnishes it with a copy of the notice. 20.3 18.3 Whenever in the performance of its duties under this Agreement an Agent shall deem it necessary or desirable that any matter be established by an the Issuer or the Guarantor Note Trustee prior to taking or suffering any action under this Agreement, the matter may be deemed to be conclusively established by a certificate signed by on behalf of the relevant Issuer or (as applicable) the Guarantor Note Trustee and delivered to the such Agent and the certificate shall be a full authorisation to the such Agent for any action taken or suffered in good faith by it under the provisions of this Agreement in reliance upon the certificate.

Appears in 1 contract

Samples: Agency Agreement

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