Actions by the Bank. The Company agrees that any action or omission by the Bank or any of the Bank’s correspondents in connection with the Letters of Credit or presentation thereunder will be binding on the Company and will not result in any liability to the Bank or any of the Bank’s correspondents in the absence of bad faith, gross negligence or willful misconduct of the Bank or the Bank’s correspondents, as the case may be. Without limiting the generality of the foregoing, the Bank and each of the Bank’s correspondents (i) may rely on any oral or other communication reasonably believed in good faith by the Bank or such correspondent to have been authorized or given by or on behalf of the Company; (ii) may honor any presentation if the documents presented appear on their face substantially to comply with the terms and conditions of the relevant Letter of Credit; (iii) will not be liable to the Company for any consequential, punitive or special damages; (iv) may honor a previously dishonored presentation under the Letters of Credit, whether such dishonor was pursuant to a court order, to settle or compromise any claim of wrongful dishonor, or otherwise, and will be entitled to reimbursement to the same extent as if such presentation had initially been honored, together with any interest paid by the Bank; and (v) may reasonably settle or adjust any claim or demand made on the Bank in any way related to an Order; and honor any drawing in connection with the Letters of Credit that is the subject of such Order (in any case, subject to notice to the Company), notwithstanding that any drafts or other documents presented in connection with such Letter of Credit fail to conform in any way with such Letter of Credit.
Actions by the Bank. (a) All actions taken by the Bank under this agreement shall be for our Account and risk. The Bank shall not have any liability or responsibility for any loss or reduction in value, or lack of or reduction in income resulting from its compliance with any direction from us. The Bank shall not be required to comply with any direction to purchase any securities unless there is sufficient cash in the Account at the time, or with any direction to sell any securities unless such securities are held in the Account at that time in deliverable form. In addition, the Bank shall not have any liability for failure to comply with any direction given by us or an instruction contained in this agreement if, in good faith, it has tried to comply with such direction or instruction. The Bank may accept instructions from persons purporting to be the persons authorized under this agreement, without independent investigation. We shall be responsible for obtaining and providing to the Bank any documents required to sell or otherwise transfer nonnegotiable assets such as restricted securities and interests in partnerships and closely held corporations
Actions by the Bank. The Company agrees that any action or omission by the Bank or any of the Bank’s correspondents in connection with the Letters of Credit or presentation thereunder will be binding on the Company and will not result in any liability to the Bank or any of the Bank’s correspondents in the absence of the gross negligence or willful misconduct of the Bank or the Bank’s correspondents, as the case may be. Without limiting the generality of the foregoing, the Bank and each of the Bank’s correspondents (i) may rely on any oral or other communication believed in good faith by the Bank or such correspondent to have been authorized or given by or on behalf of the Company; (ii) may honor any presentation if the documents presented appear on their face substantially to comply with the terms and conditions of the relevant Letter of Credit; (iii) will not be liable to the Company for any consequential, punitive or special damages, or for any damages resulting from any change in the value of any property relating to the Letters of Credit; (iv) may honor any Demand (whether such Demand is presented before or after the expiration of the Letter of Credit under which it is presented and whether such Demand has been previously dishonored) pursuant to a court order, to settle or compromise any claim that the Demand was wrongfully dishonored, or otherwise, and in such case the Bank shall be entitled to reimbursement from the Company of the amount, including any interest, the Bank so pays to the same extent as if the Bank had initially honored such Demand; (v) may honor any Demand that is payable upon presentation of a statement advising negotiation or payment, upon receipt of such statement (even if such statement indicates that a draft or other document is being separately delivered), and will not be liable for any failure of any such draft or other document to arrive, or to conform in any way with the relevant Letter of Credit; (vi) may pay any paying or negotiating bank claiming that it rightfully honored under the laws or practices of the place where such bank is located; and (vii) may settle or adjust any claim or demand made on the Bank in any way related to an Order; and honor any Demand in connection with a Letter of Credit that is the subject of such Order, notwithstanding that any Demand or other documents presented in connection with such Letter of Credit fail to conform in any way with such Letter of Credit.
Actions by the Bank. Reimbursement. The Bank may immediately take any action or pay any sum required to be done or paid by Debtor under this Agreement if the Bank, in its discretion, determines that it is necessary or convenient to do so in order to protect, preserve or maintain the Collateral or the rights of the Bank therein. The amount of such payment or the cost of doing such act shall be immediately paid by Debtor to the Bank, shall be added to the Liabilities secured hereby, and shall bear interest at the highest rate specified in any of the Liabilities secured hereby from the date incurred by the Bank until paid. No act done or amount paid by the Bank under this Section shall be deemed to constitute a waiver of any default of Debtor.
