The Administrative Agent and the Collateral Agent Sample Clauses
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The Administrative Agent and the Collateral Agent. Each of the Lenders hereby irrevocably appoints the Administrative Agent and the Collateral Agent (for purposes of this Article VIII, the Administrative Agent and the Collateral Agent are referred to collectively as the “Agents”) its agent and authorizes the Agents to take such actions on its behalf and to exercise such powers as are delegated to such Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto. Without limiting the generality of the foregoing, the Agents are hereby expressly authorized to execute any and all documents (including releases) with respect to the Collateral and the rights of the Secured Parties with respect thereto, as contemplated by and in accordance with the provisions of this Agreement and the Security Documents. The Lenders acknowledge and agree that the Administrative Agent shall also act, subject to and in accordance with the terms of the Intercreditor Agreement as the administrative agent and collateral agent for the lenders under the First Lien Credit Agreement. The bank serving as the Administrative Agent and/or the Collateral Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not an Agent, and such bank and its Affiliates may accept deposits from, lend money to and generally engage in any kind of business with Holdings, the Borrower or any Subsidiary or other Affiliate thereof as if it were not an Agent hereunder. Neither Agent shall have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) neither Agent shall be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, (b) neither Agent shall have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby that such Agent is instructed in writing to exercise by the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.08), and (c) except as expressly set forth in the Loan Documents, neither Agent shall have any duty to disclose, nor shall it be liable for the failure to disclose, any information relating to Holdings, the Borrower or any of the Subsidiaries that is communicated to or obtained by the bank servin...
The Administrative Agent and the Collateral Agent. Each of the Lenders and the Issuing Bank hereby irrevocably appoints the Administrative Agent and Collateral Agent (for purposes of this Article VIII, the term "
The Administrative Agent and the Collateral Agent. Section 9.01 Appointment and Authority 192 Section 9.02 Rights as a Lender 193 Section 9.03 Exculpatory Provisions 193 Section 9.04 Reliance by Administrative Agent 194 Section 9.05 Delegation of Duties 195 Section 9.06 Resignation of Administrative Agent 195 Section 9.07 Non-Reliance on Administrative Agent and Other Lenders 197 Section 9.08 No Other Duties, Etc. 197 Section 9.09 Administrative Agent May File Proofs of Claim; Credit Bidding 197 Section 9.10 Collateral and Guarantee Matters 199 Section 9.11 Secured Cash Management Agreements and Secured Hedging Agreements 200 Section 9.12 Withholding Tax 201 Section 9.13 Certain ERISA Matters 201
The Administrative Agent and the Collateral Agent. Part 1 - Role of the Administrative Agent, the Letter of Credit Issuers and Others.
The Administrative Agent and the Collateral Agent. Section 8.1 Appointment and Authority 151 Section 8.2 Rights as a Lender 152 Section 8.3 Exculpatory Provisions 152 Section 8.4 Reliance by Administrative Agent 153 Section 8.5 Delegation of Duties 154 Section 8.6 Resignation of the Agents 154 Section 8.7 Non-Reliance on the Agents and Other Lenders 154
The Administrative Agent and the Collateral Agent. Section 9.01. Appointment and Authority 129 Section 9.02. Duties of Administrative Agent; Exculpatory Provisions 130 Section 9.03. Delegation of Duties 130 Section 9.04. Resignation of Agent 131 Section 9.05. Non-Reliance on Agent and other Lenders 131
The Administrative Agent and the Collateral Agent. Each of the First-Lien Lenders and each Issuing Bank hereby irrevocably appoints each of the Administrative Agent and the First-Lien Collateral Agent (the Administrative Agent and the First-Lien Collateral Agent are referred to collectively as the “ First-Lien Agents”) its agent and authorizes the First-Lien Agents to take such actions on its behalf and to exercise such powers as are delegated to such First-Lien Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto. Without limiting the generality of the foregoing, the First-Lien Agents are hereby expressly authorized to execute any and all documents (including releases), including the Intercreditor Agreement, the other intercreditor agreements contemplated hereby and the Security Documents with respect to the Collateral and the rights of the First-Lien Secured Parties with respect thereto, as contemplated by and in accordance with the provisions of this Agreement and the Security Documents. The First-Lien Lenders each hereby agree and consent to all of the provisions of the Security Documents. -(147-)
The Administrative Agent and the Collateral Agent. Section 9.01 Appointment and Authority 191204 Section 9.02 Rights as a Lender 192205 Section 9.03 Exculpatory Provisions 192206 Section 9.04 Reliance by Administrative Agent 194207 Section 9.05 Delegation of Duties 194207 Section 9.06 Resignation and Removal of Administrative Agent 194208 Section 9.07 Non-Reliance on Administrative Agent and Other Lenders 196209
The Administrative Agent and the Collateral Agent. (a) Each of the Lenders and Issuing Banks hereby irrevocably appoints Bank of America to act on its behalf as the Administrative Agent and the Collateral Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent and the Collateral Agent to take such actions on its behalf, including execution of the other Loan Documents, and to exercise such powers as are delegated to the Administrative Agent and the Collateral Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article are solely for the benefit of the Administrative Agent, the Collateral Agent, the Issuing Banks and the Lenders, and neither the Borrowers nor any Subsidiary Guarantor shall have rights as a third-party beneficiary of any of such provisions, except for the consent right provided in clause (f) of this Article VIII. It is understood and agreed that the use of the term “agent” herein or in any other Loan Documents (or any other similar term) with reference to the Administrative Agent and the Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties. 135
(b) Any Person serving as the Administrative Agent or the Collateral Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not the Administrative Agent or the Collateral Agent, and the term “Lender” or “Lenders” shall, unless otherwise expressly indicated or unless the context otherwise requires, include the Person serving as the Administrative Agent or Collateral Agent hereunder in its individual capacity, and such Person and its Affiliates may accept deposits from, lend money to, invest in, own securities of, act as the financial advisor or in any other advisory capacity for and generally engage in any kind of business with the Loan Parties or any Subsidiary of a Loan Party or other Affiliate thereof as if it were not the Administrative Agent or the Collateral Agent hereunder and without any duty to account therefor to the Lenders.
(c) Neither the Administrative Agent nor the Collateral Agent shall have any duties or obligations except those expressly set forth in the Loan Documents, an...
The Administrative Agent and the Collateral Agent. If the Administrative Agent or the Collateral Agent proposes any (or proposes any adjustment or revision to any existing) reserves, advance rates or any other borrowing base eligibility standards, or makes any other proposal regarding a determination or action which may be made by the Administrative Agent or the Collateral Agent pursuant to this Agreement or any other Credit Document, the non-proposing party shall respond to such proposal within three Business Days. In the event that the Administrative Agent and the Collateral Agent cannot agree on reserves, advance rates, any other borrowing base eligibility standards or any other action or determination which may be made by the Administrative Agent or the Collateral Agent pursuant to this Agreement or any other Credit Document, the determination shall be made by the Administrative Agent or the Collateral Agent, as applicable, either asserting the more conservative judgment or declining to permit the requested action for which consent is being sought by the Credit Parties, as applicable.