Common use of Authority of Administrative Agent Clause in Contracts

Authority of Administrative Agent. Holdings acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among the Agents and the Lenders, be governed by the Credit Agreements and by such other agreements with respect thereto as may exist from time to time among them, but, as among the Agents and Holdings, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders with full and valid authority so to act or refrain from acting, and Holdings shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings The Parent acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among between the Agents Administrative Agent and the Lenders, be governed by the Credit Agreements Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and Holdingsthe Parent, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders with full and valid authority so to act or refrain from acting, and Holdings neither the Parent, any Issuer nor any Obligor shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings Novellus acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among between the Agents Administrative Agent and the Lenders, be governed by the Credit Agreements Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and HoldingsNovellus, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders with full and valid authority so to act or refrain from acting, and Holdings Novellus shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings The Parent Guarantor acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among between the Agents Administrative Agent and the Lenders, be governed by the Credit Agreements Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and Holdingsthe Parent Guarantor, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders with full and valid authority so to act or refrain from acting, and Holdings the Parent Guarantor shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings acknowledges that the rights and responsibilities of the Administrative Agent under this Security Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Security Agreement shall, as among between the Agents Administrative Agent and the Lenders, be governed by the Credit Agreements Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and Holdings, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders with full and valid authority so to act or refrain from acting, and Holdings shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings Each Parent Borrower acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action 206 taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among between the Agents Administrative Agent and the LendersSecured Parties, be governed by the Credit Agreements Agreement, this Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and Holdingsthe Parent Borrowers, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders Secured Parties with full and valid authority so to act or refrain from acting, and Holdings the Parent Borrowers shall not be under any no obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings The Parent Guarantor acknowledges that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among between the Agents Administrative Agent and the Lenders, Lenders be governed by the Credit Agreements Bridge Loan Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and Holdingsthe Parent Guarantor, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders with full and valid authority so to act or refrain from acting, and Holdings the Parent Guarantor shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.

Authority of Administrative Agent. Holdings acknowledges The Parent Borrowers acknowledge that the rights and responsibilities of the Administrative Agent under this Agreement with respect to any action taken by the Administrative Agent or the exercise or non-exercise by the Administrative Agent of any option, voting right, request, judgment or other right or remedy provided for herein or resulting or arising out of this Agreement shall, as among between the Agents Administrative Agent and the Lenders, be governed by the Credit Agreements Agreement and by such other agreements with respect thereto as may exist from time to time among them, but, as among between the Agents Administrative Agent and Holdingsthe Parent Borrowers, the Administrative Agent shall be conclusively presumed to be acting as agent for the Lenders Secured Parties with full and valid authority so to act or refrain from acting, and Holdings neither the Parent Borrowers nor any Issuer shall not be under any obligation, or entitlement, to make any inquiry respecting such authority.. 185