Agent Discretion. Notwithstanding anything set forth herein or in the other Credit Documents to the contrary, to the extent any such Credit Document grants any Agent discretion to act or refrain from acting without the direction of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 and Sections 8.1, 8.2 and 8.3), such Agent shall nonetheless be entitled to request direction from the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 and Sections 8.1, 8.2 and 8.3) as to the matter over which such Agent has been granted discretion, and no Agent shall be required to exercise or be liable for failure to exercise such discretion until such time as it has obtained the requested direction from the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 and Sections 8.1, 8.2 and 8.3).
Appears in 3 contracts
Samples: Term Loan Credit and Guaranty Agreement (2U, Inc.), First Lien Credit and Guaranty Agreement (Airbnb, Inc.), First Lien Credit and Guaranty Agreement (Airbnb, Inc.)
Agent Discretion. Notwithstanding anything set forth herein or in the other Credit Loan Documents to the contrary, to the extent any such Credit Loan Document grants any the Administrative Agent discretion to act or refrain from acting without the direction of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such the Administrative Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 Article VII and Sections 8.1, 8.2 and 8.3Section 9.02), such the Administrative Agent shall nonetheless be entitled to request direction from the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such the Administrative Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 Article VII and Sections 8.1, 8.2 and 8.3Section 9.02) as to the matter over which such the Administrative Agent has been granted discretion, and no the Administrative Agent shall not be required to exercise or be liable for failure to exercise such discretion until such time as it has obtained the requested direction from the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such the Administrative Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 Article VII and Sections 8.1, 8.2 and 8.3Section 9.02).
Appears in 3 contracts
Samples: Subordinated Credit Agreement (F45 Training Holdings Inc.), Assignment and Assumption (F45 Training Holdings Inc.), Subordinated Credit Agreement (F45 Training Holdings Inc.)
Agent Discretion. Notwithstanding anything set forth herein or in the other Credit Loan Documents to the contrary, to the extent any such Credit Loan Document grants any Agent Party discretion to act or refrain from acting without the direction of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such Agent Party shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 Section 11.01 and Sections 8.18.01, 8.2 8.02 and 8.38.03), such Agent Party shall nonetheless be entitled to request direction from the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such Agent Party shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 Section 11.01 and Sections 8.18.01, 8.2 8.02 and 8.38.03) as to the matter over which such Agent Party has been granted discretion, and no Agent Party shall be required to exercise or be liable for failure to exercise such discretion until such time as it has obtained the requested direction from the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as such Agent Party shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5 Section 11.01 and Sections 8.18.01, 8.2 8.02 and 8.38.03).
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