Authorization of Actions to Be Taken Clause Samples
POPULAR SAMPLE Copied 1 times
Authorization of Actions to Be Taken. (a) Each Holder of Securities, by its acceptance thereof, consents and agrees to the terms of each Security Document and the Intercreditor Agreements, as originally in effect and as amended, supplemented or replaced from time to time in accordance with its terms or the terms of this Indenture, authorizes and directs the Trustee and the Collateral Agent to enter into the Security Documents to which it is a party, authorizes and empowers the Trustee to direct the Collateral Agent to enter into, and the Collateral Agent to execute and deliver, the Intercreditor Agreements or joinders thereto, and authorizes and empowers the Trustee and the Collateral Agent to bind the Holders of Securities as set forth in the Security Documents to which it is a party and the Intercreditor Agreements and to perform its obligations and exercise its rights and powers thereunder.
(b) The Collateral Agent and the Trustee are authorized and empowered to receive for the benefit of the Holders of Securities any funds collected or distributed under the Security Documents to which the Collateral Agent or Trustee is a party and to make further distributions of such funds to the Holders of Securities according to the provisions of this Indenture.
(c) Subject to the provisions of Section 7.01, Section 7.02, the Security Documents, and the Intercreditor Agreements, the Trustee may, in its sole discretion and without the consent of the Holders, direct, on behalf of the Holders, the Collateral Agent to take all actions it deems necessary or appropriate in order to:
(i) foreclose upon or otherwise enforce any or all of the First Priority Liens;
(ii) enforce any of the terms of the Security Documents to which the Collateral Agent or Trustee is a party; or
(iii) collect and receive payment of any and all Note Obligations. Subject to the Intercreditor Agreements, the Trustee is authorized and empowered to institute and maintain, or direct the Collateral Agent to institute and maintain, such suits and proceedings as it may deem expedient to protect or enforce the First Priority Liens or the Security Documents to which the Collateral Agent or Trustee is a party or to prevent any impairment of Collateral by any acts that may be unlawful or in violation of the Security Documents to which the Collateral Agent or Trustee is a party or this Indenture, and such suits and proceedings as the Trustee or the Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Ho...
Authorization of Actions to Be Taken by the Trustee Under the Collateral Documents. Subject to the provisions of Section 7.01 and 7.02 hereof and the provisions of the Collateral Documents, the Trustee may in the case of an ongoing Event of Default, in its sole discretion and without the consent of the Holders of Notes subject to Section 6.05, direct, on behalf of the Holders of Notes, the Collateral Agent to, take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of the Collateral Documents and (b) collect and receive any and all amounts payable in respect of the Obligations of the Issuers hereunder. The Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Note Collateral by any acts that may be unlawful or in violation of the Collateral Documents or this Indenture, and such suits and proceedings as the Trustee may deem expedient to preserve or protect its interests and the interests of the Holders of Notes in the Note Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the security interest hereunder or be prejudicial to the interests of the Holders of Notes or of the Trustee).
Authorization of Actions to Be Taken by the Trustee Under the Security Agreements. Subject to the provisions of the Indenture, the Trustee may, in its sole discretion and without the consent of the Holders of Notes, instruct, on behalf of the Holders of Notes, the collateral trustee to take all actions it deems necessary or appropriate in order to (a) enforce the rights of the Trustee and the Holders of Notes under any of the terms of the Security Agreements and (b) collect and receive any and all amounts payable in respect of the obligations of the Company under this Eleventh Supplemental Indenture and the Notes, provided, that in no event shall the collateral trustee be required to take any actions that violate the terms of the Security Agreements or the Credit Facility. The Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to preserve or protect its interests and the interests of the Trustee and the Holders of Notes in the Collateral.
Authorization of Actions to Be Taken by the Trustee Under the Security Agreements. Subject to the provisions of Section 7.01 and 7.02 hereof, the Trustee may, in its sole discretion and without the consent of the Holders of Notes, direct, on behalf of the Holders of Notes, the Collateral Agent to take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of the Security Agreements and (b) collect and receive any and all amounts payable in respect of the Obligations of the Company hereunder. The Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Pledged Collateral by any acts that may be unlawful or in violation of the Security Agreements or this Indenture, and such suits and proceedings as the Trustee may deem expedient to preserve or protect its interests and the interests of the Holders of Notes in the Pledged Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the security interest hereunder or be prejudicial to the interests of the Holders of Notes or of the Trustee).
Authorization of Actions to Be Taken by the Trustee and the Collateral Agent Under the Collateral Documents 150 Section 13.06. Designations 151 Section 13.07. Powers Exercisable by Receiver or Trustee 151 Section 13.08. Purchaser Protected 151 Section 13.09. FCC and State PUC Compliance 151 Section 13.10. Regulated Subsidiaries 152 APPENDIX A – Provisions Relating to New Notes EXHIBIT 1 TO APPENDIX A – Form of New Note EXHIBIT A – Form of Incumbency Certificate EXHIBIT B – Form of Supplemental Indenture (Future Guarantors) INDENTURE, dated as of June 30, 2025, among Level 3 Financing, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Issuer”), having its principal office at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, Level 3 Parent, LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (herein called “Level 3 Parent”), having its principal office at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, the other Guarantors party hereto, U.S. Bank Trust Company, National Association, as Trustee, and Wilmington Trust, National Association, a national banking association, as Collateral Agent.
Authorization of Actions to Be Taken. Under the Security Documents 86 Section 12.08 Authorization of Receipt of Funds by the Trustee Under the Security Documents 87 Section 12.09 Collateral Agent 87 Section 13.01 Satisfaction and Discharge 88 Section 13.02 Application of Trust Money 89 Section 14.01 Trust Indenture Act Controls 90 Section 14.02 Notices 90 Section 14.03 Communication by Holders of Notes with Other Holders of Notes 91 Section 14.04 Certificate and Opinion as to Conditions Precedent 91 Section 14.05 Statements Required in Certificate or Opinion 91 Section 14.06 Rules by Trustee and Agents 92 Section 14.07 No Personal Liability of Directors, Officers, Employees and Stockholders 92 Section 14.08 Governing Law 92 Section 14.09 No Adverse Interpretation of Other Agreements 92 Section 14.10 Successors 92 Section 14.11 Severability 93 Section 14.12 Counterpart Originals 93 Section 14.13 Table of Contents, Headings, etc. 93 Section 14.14 Waiver of Jury Trial 93 Section 14.15 Force Majeure 93 Exhibit A FORM OF NOTE Exhibit B FORM OF DTC LEGEND Exhibit C FORM OF NOTATION OF GUARANTEE Exhibit D FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of April , 2016 among Nuverra Environmental Solutions, Inc., a Delaware corporation, the Guarantors (as defined below) and Wilmington Savings Fund Society, FSB, as trustee. The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the Senior Secured Second Lien Notes due 2021 (the “Initial Notes”). In connection with the payment of Capitalized Interest (as defined below) in respect of the Notes (as defined below), the Company may elect to issue additional Notes (“PIK Notes” and together with the Initial Notes and the Additional Notes defined below, the “Notes”).
Authorization of Actions to Be Taken by the Collateral Agent Under the Pledge Agreement. Subject to the provisions of Sections 7.01 and 7.02 hereof and the Pledge Agreement, the Trustee may, with the consent of the Holders of a majority in principal amount of the Notes direct the Collateral Agent to take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of the Pledge Agreement and (b) collect and receive any and all amounts payable in respect of the Obligations of the Company hereunder.
Authorization of Actions to Be Taken. (a) The Collateral Agent and the Trustee are authorized and empowered to become party to the Security Documents and to receive on behalf of the Holders, any funds collected or distributed under the Security Documents to which the Collateral Agent or Trustee is a party and to make further distributions of such funds to the Holders of Notes according to the provisions of this Indenture.
(b) Subject to the Collateral Trust Agreement and Article 7, unless inconsistent with applicable law or the other Security Documents, the Collateral Agent is authorized and empowered if an Event of Default has occurred and is continuing to institute and maintain such suits and proceedings as are necessary to protect or enforce the Liens on the Notes Collateral or the other rights under the Security Documents to which the Collateral Agent is a party.
Authorization of Actions to Be Taken by the Trustee or the Shared Security Agent Under the Security Documents 100 Section 10.07. Authorization of Receipt of Funds by the Trustee Under the Security Documents 101 Section 10.08. Release of Security 101
Authorization of Actions to Be Taken by the Trustee Under the Security Documents 140