Common use of Telephonic Notice Clause in Contracts

Telephonic Notice. Each Bank's telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.3, and the Company's telephonic acceptance of any offer contained in a Bid pursuant to Section 2.5, shall be irrevocable and binding on such Bank and the Company, as applicable, and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written confirmation of a telephone notice or otherwise, provided that any such action taken or omitted by the Agent is taken or omitted reasonably and in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDED, HOWEVER, that the Agent shall have no obligation to notify the Company of any Competitive Bid received by it later than 8:45 A.M. (Chicago time) on the proposed Borrowing Date, and no acceptance by the Company of any offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. (Chicago time) on the proposed Borrowing Date.

Telephonic Notice. Each Bank's telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.31.7(c), and the CompanyBorrower's telephonic acceptance of any offer Offer contained in a Bid pursuant to Section 2.51.9, shall be irrevocable and binding on such Bank and the Company, as applicable, Borrower and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone telephonic notice or otherwise, provided that any such action taken or omitted by the Agent is taken has acted, or omitted reasonably and failed to act, in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but herein are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Agent shall have no obligation to notify the Company Borrower of any Competitive Bid received by it later than 8:45 A.M. 9:00 a.m. (Chicago time) on the proposed Borrowing Date, and no acceptance by the Company Borrower of any offer Offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. a.m. (Chicago time) on the proposed Borrowing Date.

Telephonic Notice. Each Bank's ’s telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.3, and the Company's ’s telephonic acceptance of any offer contained in a Bid pursuant to Section 2.5, shall be irrevocable and binding on such Bank and the Company, as applicable, and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written confirmation of a telephone notice or otherwise, provided that any such action taken or omitted by the Agent is taken or omitted reasonably and in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Agent shall have no obligation to notify the Company of any Competitive Bid received by it later than 8:45 A.M. (Chicago time) on the proposed Borrowing Date, and no acceptance by the Company of any offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. (Chicago time) on the proposed Borrowing Date.

Telephonic Notice. Each Bank's telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.33.2(c), and the Companya Borrower's telephonic acceptance of any offer Offer contained in a Bid pursuant to Section 2.53.4, shall be irrevocable and binding on such Bank and the Company, as applicable, Borrowers and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone notice or otherwise, provided that any such action taken or omitted by the Agent is taken has acted, or omitted reasonably and failed to act, in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but 3 are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Agent shall have no obligation to notify the Company a Borrower of any Competitive Bid received by it later than 8:45 A.M. 9:30 a.m. (Chicago time) on the proposed Borrowing Date, and no acceptance by the Company a Borrower of any offer Offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. 10:30 a.m. (Chicago time) on the proposed Borrowing Date.

Telephonic Notice. Each Bank's telephonic notice to the Administrative Agent of its Competitive Bid pursuant to Section 2.32.2(c) hereof, and the CompanyChemical's telephonic acceptance of any offer Offer contained in a Bid pursuant to Section 2.52.4 hereof, shall be irrevocable and binding on such Bank and the Company, as applicable, applicable Borrower and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Administrative Agent shall be entitled to act, act (or to fail to act, ) hereunder in reasonable reliance on its records of any telephonic notices provided for herein and that the Administrative Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone notice or otherwise, provided that any such action taken the Administrative Agent has acted (or omitted by the Agent is taken or omitted reasonably and failed to act) in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but 2.6 are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Administrative Agent shall have no obligation to notify the Company Chemical of any Competitive Bid received by it later than 8:45 A.M. a.m. (Chicago time) on the proposed Borrowing Auction Date, and no acceptance by the Company Chemical of any offer Offer contained in such a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Administrative Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Administrative Agent later than the later of 9:45 A.M. a.m. (Chicago time) or 30 minutes after receipt of telephonic notice of bids on the proposed Borrowing Auction Date.

Telephonic Notice. Each Bank's telephonic notice to the Administrative Agent of its Competitive Bid pursuant to Section 2.32.2(c) hereof, and the CompanyBorrower's telephonic acceptance of any offer Offer contained in a Bid pursuant to Section 2.52.4 hereof, shall be irrevocable and binding on such Bank and the Company, as applicable, Borrower and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Administrative Agent shall be entitled to act, act (or to fail to act, ) hereunder in reasonable reliance on its records of any telephonic notices provided for herein and that the Administrative Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone notice or otherwise, provided that any such action taken the Administrative Agent has acted (or omitted by the Agent is taken or omitted reasonably and failed to act) in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but 2.6 are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Administrative Agent shall have no obligation to notify the Company Borrower of any Competitive Bid received by it later than 8:45 A.M. a.m. (Chicago time) on the proposed Borrowing Auction Date, and no acceptance by the Company Borrower of any offer Offer contained in such a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Administrative Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Administrative Agent later than the later of 9:45 A.M. a.m. (Chicago time) or 30 minutes after receipt of telephonic notice of bids on the proposed Borrowing Auction Date.

Telephonic Notice. Each Bank's telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.32.2(c) hereof, and the Company's telephonic acceptance of any offer Offer (on its own behalf or on behalf of PM, as appropriate) contained in a Bid pursuant to Section 2.52.4 hereof, shall be irrevocable and binding on such Bank and the Company, as applicable, relevant Borrower and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone telephonic notice or otherwise, provided that any such action taken or omitted by the Agent is taken has acted, or omitted reasonably and failed to act, in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Agent shall have no obligation to notify the Company of any Competitive Bid received by it later than 8:45 A.M. 9:00 a.m. (Chicago New York time) on the proposed Borrowing Date, and no acceptance by the Company (on its own behalf or on behalf of PM, as appropriate) of any offer Offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. a.m. (Chicago New York time) on the proposed Borrowing Date.

Telephonic Notice. Each Bank's telephonic notice to the Administrative Agent of its Competitive Bid pursuant to Section 2.32.2(c) hereof, and the Company's telephonic acceptance of any offer Offer contained in a Bid pursuant to Section 2.52.4 hereof, shall be irrevocable and binding on such Bank and the Company, as applicable, Company and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Administrative Agent shall be entitled to act, act (or to fail to act, ) hereunder in reasonable reliance on its records of any telephonic notices provided for herein and that the Administrative Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone notice or otherwise, provided that any such action taken the Administrative Agent has acted (or omitted by the Agent is taken or omitted reasonably and failed to act) in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but 2.6 are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Administrative Agent shall have no obligation to notify the Company of any Competitive Bid received by it later than 8:45 A.M. a.m. (Chicago time) on the proposed Borrowing Auction Date, and no acceptance by the Company of any offer Offer contained in such a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Administrative Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Administrative Agent later than the later of 9:45 A.M. a.m. (Chicago time) or 30 minutes after receipt of telephonic notice of bids on the proposed Borrowing Auction Date.

Telephonic Notice. Each Bank's telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.33.2(c), and the Companyrelevant Borrower's telephonic acceptance of any offer Offer contained in a Bid pursuant to Section 2.53.4, shall be irrevocable and binding on such Bank and the Company, as applicable, relevant Borrower and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone notice or otherwise, provided that any such action taken or omitted by the Agent is taken has acted, or omitted reasonably and failed to act, in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but 3 are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Agent shall have no obligation to notify the Company relevant Borrower of any Competitive Bid received by it later than 8:45 A.M. 9:00 a.m. (Chicago time) on the proposed Borrowing Date, and no acceptance by the Company relevant Borrower of any offer Offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. 10:30 a.m. (Chicago time) on the proposed Borrowing Date.

Telephonic Notice. Each Bank's telephonic notice to the Agent of its Competitive Bid pursuant to Section 2.33.2(c), and the Company's telephonic acceptance (acting on behalf of the Borrowers) of any offer Offer contained in a Bid pursuant to Section 2.53.4, shall be irrevocable and binding on such Bank and the Company, as applicable, Borrowers and shall not be altered, modified, or in any other manner affected by any inconsistent terms contained in, or missing from, any written telecopy or other confirmation of such telephonic notice. It is understood and agreed by the parties hereto that the Agent shall be entitled to act, or to fail to act, hereunder in reliance on its records of any telephonic notices provided for herein and that the Agent shall not incur any liability to any Person in so doing if its records conflict with any written telecopy or other confirmation of a telephone notice or otherwise, provided that any such action taken or omitted by the Agent is taken has acted, or omitted reasonably and failed to act, in good faith. It is further understood and agreed by the parties hereto that each party hereto shall in good faith endeavor to provide the notices specified herein by the times of day as set forth in this Section 2 but 3 are for the convenience of all the parties for providing notices and that no party shall incur any liability or other responsibility for any failure to provide such notices within the specified times; PROVIDEDprovided, HOWEVERhowever, that the Agent shall have no obligation to notify the Company (acting on behalf of the Borrowers) of any Competitive Bid received by it later than 8:45 A.M. 9:30 a.m. (Chicago time) on the proposed Borrowing Date, and no acceptance by the Company (acting on behalf of the Borrowers) of any offer Offer contained in a Competitive Bid shall be effective to bind any Bank to make a Bid Loan, nor shall the Agent be under any obligation to notify any Person of an acceptance, if notice of such acceptance is received by the Agent later than 9:45 A.M. 10:30 a.m. (Chicago time) on the proposed Borrowing Date.