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This excerpt taken from the CVS 8-K filed Mar 23, 2007. Reliance
by
Administrative Agent
The Administrative
Agent shall be entitled to
rely, and shall be fully protected in relying, upon any writing, resolution,
notice, request, consent, certificate, affidavit, opinion, letter, cablegram,
telegram, fax, telex or teletype message, statement, order or other document
or
conversation reasonably 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 (including counsel to the Borrower), independent
accountants and other experts selected by the Administrative Agent. The
Administrative Agent shall not be under any duty to examine or pass upon the
validity, effectiveness or genuineness of the Loan Documents or any instrument,
document or communication furnished pursuant thereto or in connection therewith,
and the Administrative Agent shall be entitled to assume that the same are
valid, effective and genuine, have been signed or sent by the proper parties
and
are what they purport to be. The Administrative Agent shall be fully justified
in failing or refusing to take any action not expressly required under the
Loan
Documents unless it shall first receive such advice or concurrence of the
Required Lenders as it deems appropriate. The Administrative Agent shall in
all
cases be fully protected in acting, or in refraining from acting, under the
Loan
Documents in accordance with a request of the Required Lenders or, if required
by Section 11.1, all Lenders, and such request and any action taken or failure
to act pursuant thereto shall be binding upon the Borrower, all the Lenders
and
all future holders of the Notes.
55 10.5 |
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