Agent’s Obligations. Each Loan Party Obligor agrees that Agent shall not have any obligation to preserve rights to any Collateral against prior parties or to marshal any Collateral of any kind for the benefit of any other creditor of any Loan Party Obligor or any other Person. Agent shall not be responsible to any Loan Party Obligor or any other Person for loss or damage resulting from Agent’s failure to enforce its Liens or collect any Collateral or Proceeds or any monies due or to become due under the Obligations or any other liability or obligation of any Loan Party Obligor to Agent.
Agent’s Obligations. 3.1 During the Term or any automatic renewal thereof, the Agent shall provide the following property management services to the Owner:
(i) Renting the Premises; (ii) Leasing the Premises; (iii) Renewing rental or Lease agreements;
Agent’s Obligations. Upon receipt of a Notice of Drawdown, Notice of Rollover or Notice of Conversion with respect to a proposed Advance (other than by way of Bankers' Acceptances), the Agent will forthwith notify the Lenders of the proposed date on which such Advance is to take place, of each such Lender's Rateable Portion of such Advance and if applicable, of the account of the Agent to which each such Lender's Rateable Portion thereof is to be credited.
Agent’s Obligations. With regard to its use and/or disclosure of PHI, as of the respective Compliance Date of each referenced obligation, Agent agrees to: (a) comply with the HIPAA Security Rule requirements in accordance with 42 U.S.C. § 17931; (b)without unreasonable delay, and in any event on or before 48 hours after its Discovery by Agent, notify UnitedHealthcare of any incident that involves an unauthorized acquisition, access, use, or disclosure of PHI, even if Agent believes the incident will not rise to the level of a Breach, including in the notification, to the extent possible, and supplement the notification on an ongoing basis with: (i) the identification of all individuals whose Unsecured PHI was or is believed to have been involved, (ii) all other information reasonably requested by UnitedHealthcare to enable UnitedHealthcare to perform and document a risk assessment in accordance with 45 C.F.R. Part 164 subpart D with respect to the incident to determine whether a Breach of Unsecured PHI occurred, and (iii) all other information reasonably necessary to provide notice to individuals, HHS and/or the media, all in accordance with the data breach notification requirements set forth in 42 U.S.C. § 17932 and 45 C.F.R. Parts 160 & 164 subparts A, D, & E as of their respective Compliance Dates. Notwithstanding the foregoing, in UnitedHealthcare’s sole discretion and in accordance with its directions, Agent shall conduct, or pay the costs of conducting, an investigation of any incident required to be reported under this Section 2(b) and shall provide and/or pay the costs of providing, the required notices as set forth in this Section 2(b); (c) request, use and/or disclose only the minimum amount of PHI necessary to accomplish the permitted
Agent’s Obligations. The Agent shall:
(i) promptly inform each Bank of the contents of any notice or document received by it from the Borrower under this Agreement and the other Facility Documents;
(ii) promptly notify each Bank of the occurrence of any Event of Default or any default by the Borrower in the due performance of or compliance with its obligations under this Agreement and the other Facility Documents of which the Agent has actual knowledge or actual notice;
(iii) save as otherwise provided herein, act as agent hereunder in accordance with any instructions given to it by an Instructing Group, which instructions shall be binding on all the Banks; and
(iv) if so instructed by an Instructing Group, refrain from exercising any right, power or discretion vested in it as agent hereunder.
Agent’s Obligations. With regard to its use and/or disclosure of PHI, as of the respective Compliance Date of each referenced obligation, Agent agrees to: (a) comply with the HIPAA Security Rule requirements in accordance with 42 U.S.C. § 17931; (b)without unreasonable delay, and in any event on or before 48 hours after its Discovery by Agent, notify UnitedHealthcare of any incident that involves an unauthorized acquisition, access, use, or disclosure of PHI, even if Agent believes the incident will not rise to the level of a Breach, including in the notification, to the extent possible, and supplement the notification on an ongoing basis with: (i) the identification of all individuals whose Unsecured PHI was or is believed to have been involved, (ii) all other information reasonably requested by UnitedHealthcare to enable UnitedHealthcare to perform and document a risk assessment in accordance with 45
Agent’s Obligations. In determining whether to pay under any Letter of Credit, the Agent shall have no obligation relative to the L/C Participants or the Borrower other than to confirm that any documents required to be delivered under such Letter of Credit have been delivered and that they appear to comply on their face with the requirements of such Letter of Credit. Any action taken or omitted to be taken by the Agent under or in connection with any Letter of Credit issued by it, if taken or omitted in the absence of gross negligence or willful misconduct, shall not create for the Agent any resulting liability.
Agent’s Obligations. The Agent agrees with Peak throughout the Term as follows:
Agent’s Obligations. 2.1 The Agent undertakes and agrees with Clarksons at all times during the performance of the Services:
2.1.1 to act towards Clarksons and the Principal conscientiously and in good faith and not to allow its interests to conflict with the duties that it owes to Clarksons or Principal under this Agreement and any Applicable Laws;
2.1.2 act in accordance with the standard expected of a first class agent;
2.1.3 to act within the scope of the authority granted to it under this Agreement only;
2.1.4 to carry out its duties with reasonable dispatch;
2.1.5 except as authorised by Clarksons, not to act in a way which will incur any liability on behalf of Clarksons or to pledge the credit of Clarksons;
2.1.6 use its best endeavours to comply at all times with any reasonable and specific instructions which Clarksons may give;
2.1.7 in consultation with Clarksons, to recommend and/or appoint Service Providers and, in relation to such Appointment, the Agent shall inform such Service Providers that the Agent is acting as agent for the Principal. The Agent shall not have any liability to Clarksons for the negligent acts or defaults of any such persons unless:
2.1.7.1 the Agent fails to exercise due care in the Appointment and provision of instructions to any such persons; and/or
2.1.7.2 such persons are under the same beneficial ownership as the Agent.
2.1.8 to keep Clarksons fully and promptly informed of conditions and developments in the market and the Territory (whether advantageous or disadvantageous) of which it becomes aware and of developments, customers and potential customers, competing products and services and the activities of Clarksons’ competitors in the Territory and generally of such information that the Agent is or becomes aware of that an experienced Agent in the industry would reasonably regard as being of interest to Clarksons or Principal and such other information as Clarksons may reasonably request from time to time or as otherwise agreed between the parties; and
2.1.9 to comply at all times with any reasonable and specific instructions, policies or guidelines which Clarksons may give, including but not limited those related to data protection, insurance and service delivery.
2.2 The Agent shall at all the times comply with and operate under the Clarksons’ Supplier Charter, a copy of which can be found at xxxxx://xxx.xxxxxxxxx.xxx/media/w2odgx5r/suppliercharter.pdf. If the Agent or any of its agents, subcontractors or employees breaches this Clau...
Agent’s Obligations. 23.7.1 Each Agent shall:
(a) promptly inform each Senior Secured Creditor (in the case of the Intercreditor Agent) or the Intercreditor Agent and the Lenders in its Lending Group (in the case of each Facility Agent) of the contents of any notice or document received by it pursuant to the terms of any Senior Finance Document in its capacity as Agent from the Security Agent or an Obligor under the Senior Finance Documents; and
(b) promptly notify each Senior Secured Creditor (in the case of the Intercreditor Agent) or the Intercreditor Agent and the Lenders in its Lending Group (in the case of each Facility Agent) of the occurrence of any Event of Default or any default by an Obligor in the due performance of or compliance with its obligations under the Senior Finance Documents of which such Agent has notice from any other party.
23.7.2 The Intercreditor Agent shall promptly inform the Security Agent of the occurrence of the Release Date.
