Appointment; Authorization and Definitions Sample Clauses

Appointment; Authorization and Definitions. (a) Administrative Agent is hereby appointed by each Lender as Administrative Agent under this Agreement and under each other Loan Document, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages. The Lenders may replace the Administrative Agent from time to time, in each case, pursuant to and in accordance with the terms and provisions as set forth in the Co-Lender Agreement (as defined below). The Administrative Agent shall provide prompt written notice to Borrowers and Guarantor of any such replacement. Each Lender hereby irrevocably authorizes Administrative Agent to enter into the Loan Documents, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages for the benefit of Lender, to act as agent for Lender with full power and authority to collect and administer the Loan, to exercise (or refrain from exercising) on behalf of Lender all rights and remedies of Lender under the Loan Documents, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages, to take such actions as Lender is obligated or entitled to take under the provisions of this Agreement, the other Loan Documents, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages and to exercise such powers as are set forth herein or therein, together with such other powers as are reasonably incidental thereto. Except as specifically otherwise provided herein, Administrative Agent shall have the power to issue consents, approvals and waivers, determine compliance with the terms and conditions of the Loan Documents, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages as to whether any document, item or matter is satisfactory or acceptable and enforce any rights and remedies available to any Lender under the Loan Documents, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages, at law, in equity or otherwise. Administrative Agent, in its management and administration of the Loan, or in connection with the exercise of any 153251886 Loan Agreement (NY Loan) - GTJ Portfolio Refinancing - AIG rights and remedies under the Loan Documents, the Affiliate Guaranty (Portfolio Borrowers), and the Third Mortgages, at law, in equity or otherwise agrees to use the same diligence and care as customarily used by Administrative Agent with respect to loans held by Administrative Agent entirely for its own account. (b) Notwithstanding the use of the defined term “Administrative Agent,” it is expressly understood and agreed that Adminis...
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