Actions of Agent. The Agent shall be entitled to rely, and shall be fully protected in relying upon, any Letter of Credit, draft, writing, resolution, notice, consent, certificate, affidavit, letter, cablegram, telegram, telecopy, telex or teletype message, statement, order or other document believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons, and upon advice and statements of legal counsel, independent accountants and other experts selected by the Agent.
Actions of Agent. Any Letter of Credit may, in ---------------- the discretion of the Agent or its correspondents, be interpreted by them (to the extent not inconsistent with such Letter of Credit) in accordance with the Uniform Customs and Practice for Documentary Credits of the International Chamber of Commerce, as adopted or amended from time to time, or any other rules, regulations and customs prevailing at the place where any Letter of Credit is available or the drafts are drawn or negotiated. The Agent and its correspondents may in good faith accept and act upon the name, signature, or act of any party purporting to be the executor, administrator, receiver, trustee in bankruptcy, or other legal representative of any party designated in any Letter of Credit in the place of the name, signature, or act of such party.
Actions of Agent. Consultant will not act on behalf of Owner or represent or hold itself out to other Persons as having the authority to act on behalf of Owner.
Actions of Agent. The Lenders authorize and direct the Agent to enter into this Agreement and the other Credit Documents, for the ratable benefit of the Lenders, and to hold the Security Interest and to obtain and exercise “control” (within the meaning of Sections 8-106 and 9-104 of the UCC) on behalf of and for the ratable benefit of such other Lenders. Each Lender agrees that any action taken by the Agent, in accordance with the terms of this Agreement or the other Credit Documents, and the exercise by the Agent of its powers set forth therein or herein, together with such other powers that are reasonably incidental thereto, shall be binding upon all of the Lenders.
Actions of Agent. Any Letter of Credit may, in the discretion ---------------- of the Agent or its correspondents, be interpreted by them (to the extent not inconsistent with such Letter of Credit) in accordance with the Uniform Customs and Practice for Documentary Credits of the International Chamber of Commerce, as adopted or amended from time to time, or any other rules, regulations and
Actions of Agent. A decision, act, consent or instruction of the Agent shall constitute a decision of all Unitholders and shall be final, binding and conclusive upon each such Unitholder, and the Escrow Agent, the Purchaser, Merger Sub and the Surviving Company may rely upon any decision, act, consent or instruction of the Agent as being the decision, act, consent or instruction of each and every such Unitholder. The Escrow Agent, the Purchaser, Merger Sub and the Surviving Company are hereby irrevocably relieved from any liability to any Person for any acts done by them in accordance with such decision, act, consent or instruction of the Agent. The Unitholders acknowledge that the Agent shall not be required to expend or risk its own funds or otherwise incur any financial liability in the exercise or performance of any of its powers, rights, duties or privileges or administration of its duties.
Actions of Agent. The Loan Parties may rely upon any decision, act, consent or instruction of the Agent as being the decision, act, consent or instruction of the Lender. Any payment required to be made by the Loan Parties to the Lender may be made to the Agent unless otherwise directed by the Lender hereunder or under any Other Agreement. At any time that Agent determines that it is necessary or appropriate to preserve, protect, insure or maintain its rights hereunder, Agent may (i) take control, in any manner, of any item of payment or proceeds of any Collateral, (ii) sign any Loan Party's name on any documents to be executed, recorded or filled in order to perfect or continue perfected Agent's security interest in the Collateral and file or record any of the foregoing documents, (iii) endorse any Loan party's name on any items of payment or proceeds thereof and deposit the same to the account of Agent for application to the Liabilities, (iv) sign any Loan Party's name on any invoices, bills of lading, freight bills, chattel paper, documents, instruments or similar documents or agreement relating to any Accounts or any goods pertaining thereto or any other Collateral, (v) sign any Loan Party's name on any verification of Accounts and notices thereof to Account Debtors. Each Loan Party hereby ratifies all that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney is a power coupled with an interest and shall be irrevocable.
Actions of Agent. A decision, act, consent or instruction of Agent shall constitute a decision of all Equityholders and shall be final, binding and conclusive upon each such Equityholder, and the Escrow Agent, Purchaser, Merger Sub and Surviving Corporation may rely upon any decision, act, consent or instruction of Agent as being the decision, act, consent or instruction of each and every such Equityholder. The Escrow Agent, Purchaser, Merger Sub and Surviving Corporation are hereby irrevocably relieved from any liability to any Person for any acts done by them in accordance with such decision, act, consent or instruction of Agent.
Actions of Agent. A decision, act, consent or instruction of ---------------- TVN, taken with respect to this Section 5.4 shall constitute a decision of all the TVN Indemnified Persons and shall be final, binding and conclusive upon each of the TVN Indemnified Persons, and Xxxxx-Xxxxxx and GRTV may rely upon any decision, act, consent or instruction of TVN taken in such manner as being the decision, act, consent or instruction of each and every such TVN Indemnified Person. Xxxxx-Xxxxxx are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of TVN taken in such manner.
Actions of Agent. A decision, act, consent or instruction of ---------------- Xxxxx-Xxxxxx, taken with respect to this Section 5.5 shall constitute a decision of all the Xxxxx-Xxxxxx Indemnified Persons and shall be final, binding and conclusive upon each of the Xxxxx-Xxxxxx Indemnified Persons, and TVN and Newco may rely upon any decision, act, consent or instruction of Xxxxx-Xxxxxx taken in such manner as being the decision, act, consent or instruction of each and every such Xxxxx-Xxxxxx Indemnified Person. TVN and Newco are hereby relieved from any liability to any person for any acts done by them in accordance with such decision, act, consent or instruction of Xxxxx-Xxxxxx taken in such manner.
