The Agent may Clause Samples
The Agent may. (A) assume that:
(i) any representation made by the Borrower in connection herewith is true;
(ii) no event which is or may become an Event of Default or Potential Event of Default has occurred; and
(iii) the Borrower is not in breach of or default under its obligations hereunder unless it has actual notice to the contrary from any Party;
(B) (i) assume that the facility office of each Lender is that identified with its signature below until it has received from such Lender a notice designating some other office of such Lender to replace its facility office and act upon any such notice until the same is superseded by a further such notice; and
The Agent may. (a) carry out its duties hereunder through such officers, directors, employees, consultants or independent agents as it may in its unfettered discretion think fit;
(b) assume that no Event of Default has occurred and that the Borrower is not in breach of its obligations under this Agreement unless the Agent has actual knowledge or actual notice to the contrary;
(c) engage and pay for the advice or services of any internal or external lawyers, accountants, surveyors or other experts whose advice or services may to it seem necessary, expedient or desirable and rely upon any advice so obtained;
(d) rely as to any matters of fact which might reasonably be expected to be within the knowledge of the Borrower upon a certificate signed by or on behalf of the Borrower;
(e) rely upon any communication or document believed by it to be genuine.
The Agent may. (i) carry on any business with any Obligor or their related entities;
(ii) act as agent or trustee for, or in relation to any financing involving, any Obligor or their related entities; and
(iii) retain any profits or remuneration in connection with its activities under this Agreement or in relation to any of the foregoing.
The Agent may. (a) act in an agency, trustee, fiduciary or other capacity on behalf of any other banks or financial institutions providing facilities to the Guarantor, the Borrower or any other Subsidiary or any Affiliate, as freely in all respects as if it had not been appointed to act as agent for the Banks under this Agreement and without regard to the effect on the Banks of acting in such capacity; and
(b) subscribe for, hold, be beneficially entitled to or dispose of shares or securities, or options or other rights to and interests in shares or securities in the Guarantor, the Borrower or any other Subsidiary or any Affiliate (in each case, without liability to account).
The Agent may. (i) modify, amend or otherwise change this Agreement or any of the terms or provisions included herein (including modifications, amendments or changes subsequent to Closing), (ii) take all actions and execute all documents under this Agreement and the Exchange Agreement reasonably necessary or desirable to consummate the Exchange and the transactions contemplated by the Exchange Agreement, and take all actions and execute all documents which may be necessary or desirable in connection therewith, (iii) give and receive consents and all notices hereunder,
The Agent may. (a) act in an agency, trustee, fiduciary or other capacity on behalf of any other banks or financial institutions providing facilities to an Obligor or any associated company of an Obligor, as freely in all respects as if it had not been appointed to act as agent for the Banks under this Agreement and without regard to the effect on the Banks of acting in such capacity; and
(b) subscribe for, hold, be beneficially entitled to or dispose of shares or securities, or options or other rights to and interests in shares or securities in an Obligor or any associated company of an Obligor (in each case, without liability to account).