Taking of Advice. Each Agent may consult on any legal matter any legal adviser selected by it, who may be an employee of or adviser to the Issuer, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with that adviser’s opinion.
Taking of Advice. Each Agent may at the Issuer’s cost consult on any legal matter any legal adviser or other professional adviser selected by it, who may be an employee of or adviser to the Issuer and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with that adviser’s opinion. Failure to consult such advisers on any matter shall not be construed as evidence of any Agent not acting in good faith.
Taking of Advice. Any of the Agents may consult with legal or other professional advisers satisfactory to it, and the opinion of such advisers shall be full and complete protection in respect of any action taken, omitted or suffered hereunder in good faith and in accordance with the opinion of such advisers.
Taking of Advice. Each Agent, at the cost of the Issuers, failing whom the Guarantor, may consult on any legal matter any legal adviser selected by it, who may be an employee of or adviser to the Issuers or the Guarantor, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with that adviser’s opinion.
Taking of Advice. Each Paying Agent may consult on any legal matter any legal adviser selected by it, who may be an employee of or adviser to the Issuer or the Guarantor, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with that advisers opinion.
Taking of Advice. Each of the Agents may consult on any legal matter relating to this Agreement or the Notes any legal adviser selected by it in consultation with the Issuer, who may be an employee of or legal adviser to the Issuer, and it shall be protected and shall incur no liability for action taken, or suffered to be taken, with respect to such matter in good faith and in accordance with the opinion of such legal adviser.
Taking of Advice. The Issuer Account Bank may (at the cost of the Issuer) consult on any legal matter any legal adviser or other professional adviser selected by it, who may be an employee of or adviser to the Issuer, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in accordance with that adviser’s opinion.
Taking of Advice. The Fiscal Agent may consult on any legal matter any legal adviser selected by it, who may be an employee of or adviser to the Issuer, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with that adviser’s opinion.
Taking of Advice. Each Agent may consult on any legal matter any legal or other professional adviser selected by it, who may be an employee of or adviser to each of Total, Total Capital, Total Capital Canada and Total Capital International, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with that adviser’s opinion.
Taking of Advice. Each Agent may consult on any matter any auditor, legal, financial or other professional advisers selected by it, who may be employees of or advisers to the Issuer, and it shall not be liable in respect of anything done, or omitted to be done, relating to that matter in good faith in accordance with the opinion of such adviser(s). The Issuer shall on demand by an Agent pay or discharge the costs of any such advice provided that such Agent must first obtain the consent of both the Issuer and the Arranger in respect of (i) the engagement of the relevant professional advisers; and (ii) the cost of the advice sought, such consent not to be unreasonably withheld. For the avoidance of doubt, it shall not be reasonable to withhold any such consent merely because the advice sought may be prejudicial to the interests of the Issuer and/or the Arranger and no consent shall be required from the Issuer and/or the Arranger, as applicable, where such consent is not reasonably practicable to obtain from such party in the circumstances.
