Common use of Agents under Security Documents and Guaranty Clause in Contracts

Agents under Security Documents and Guaranty. Each Secured Party hereby further authorizes Administrative Agent, on behalf of and for the benefit of Secured Parties, to be the agent for and representative of Secured Parties with respect to the Guaranty, the Collateral and the Security Documents; provided that Administrative Agent shall not owe any fiduciary duty, duty of loyalty, duty of care, duty of disclosure or any other obligation whatsoever to any holder of Obligations with respect to any Hedging Agreement. Without further written consent or authorization from any Secured Party, Administrative Agent may execute any documents or instruments necessary to (i) in connection with a sale or disposition of assets permitted by this Agreement, release any Lien encumbering any item of Collateral that is the subject of such sale or other disposition of assets or to which Required Lenders (or such other Lenders as may be required to give such consent under Section 15.1) have otherwise consented or (ii) release any Guarantor from the Guaranty pursuant to Section 11.12 or with respect to which Required Lenders (or such other Lenders as may be required to give such consent under Section 15.1) have otherwise consented.

Appears in 2 contracts

Samples: Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc)

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Agents under Security Documents and Guaranty. Each Secured Party hereby further authorizes Administrative Agent, on behalf of and for the benefit of Secured Parties, to be the agent for and representative of Secured Parties with respect to the Guaranty, the Collateral and the Security Documents; provided that Administrative Agent shall not owe any fiduciary duty, duty of loyalty, duty of care, duty of disclosure or any other obligation whatsoever to any holder of Obligations with respect to any Hedging Agreement. Without further written consent or authorization from any Secured Party, Administrative Agent may execute any documents or instruments necessary to (i) in connection with a sale or disposition of assets permitted by this Agreement, release any Lien encumbering any item of Collateral that is the subject of such sale or other disposition of assets or to which Required Lenders (or such other Lenders as may be required to give such consent under Section 15.1) have otherwise consented or (ii) release any Guarantor from the Guaranty pursuant to Section 11.12 or with 101 US-DOCS\135051485.13 respect to which Required Lenders (or such other Lenders as may be required to give such consent under Section 15.1) have otherwise consented.

Appears in 1 contract

Samples: Term Loan and Security Agreement (DXP Enterprises Inc)

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Agents under Security Documents and Guaranty. Each Secured Party Lender hereby further authorizes Administrative Agent, Agent on behalf of and for the benefit of Secured PartiesLenders, to be the agent for and representative of Secured Parties Lenders with respect to the Guaranty. Each Lender hereby further authorizes the Administrative Agent on behalf of and for the benefit of Lenders, to be the agent for and representative of Lenders with respect to the Collateral and the Security Documents; provided that Administrative Agent shall not owe any fiduciary duty. Subject to Section 10.4, duty of loyalty, duty of care, duty of disclosure or any other obligation whatsoever to any holder of Obligations with respect to any Hedging Agreement. Without without further written consent or authorization from any Secured PartyParties, the Administrative Agent may execute any documents or instruments necessary to (i) in connection with a sale or disposition of assets permitted by this Agreement, release any Lien encumbering any item of Collateral that is the subject of such an asset sale or other disposition of assets permitted under Section 6.5 or to which Required Lenders (or such other Lenders and other Persons as may be required to give such consent under Section 15.110.4) have otherwise consented consented. Subject to Section 10.4, without further written consent or (ii) authorization from Lenders, the Administrative Agent may execute any documents or instruments necessary to release any Guarantor from the Guaranty pursuant to Section 11.12 7.2 or with respect to which Required Lenders (or such other Lenders or other Persons as may be required to give such consent under Section 15.110.4) have otherwise consented.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Visteon Corp)

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