Authorization of Actions to Be Taken. (a) Each Holder of Securities, by its acceptance thereof, consents and agrees to the terms of each Security Document and the Intercreditor Agreements, as originally in effect and as amended, supplemented or replaced from time to time in accordance with its terms or the terms of this Indenture, authorizes and directs the Trustee and the Collateral Agent to enter into the Security Documents to which it is a party, authorizes and empowers the Trustee to direct the Collateral Agent to enter into, and the Collateral Agent to execute and deliver, the Intercreditor Agreements or joinders thereto, and authorizes and empowers the Trustee and the Collateral Agent to bind the Holders of Securities as set forth in the Security Documents to which it is a party and the Intercreditor Agreements and to perform its obligations and exercise its rights and powers thereunder.
(b) The Collateral Agent and the Trustee are authorized and empowered to receive for the benefit of the Holders of Securities any funds collected or distributed under the Security Documents to which the Collateral Agent or Trustee is a party and to make further distributions of such funds to the Holders of Securities according to the provisions of this Indenture.
(c) Subject to the provisions of Section 7.01, Section 7.02, the Security Documents, and the Intercreditor Agreements, the Trustee may, in its sole discretion and without the consent of the Holders, direct, on behalf of the Holders, the Collateral Agent to take all actions it deems necessary or appropriate in order to:
(i) foreclose upon or otherwise enforce any or all of the First Priority Liens;
(ii) enforce any of the terms of the Security Documents to which the Collateral Agent or Trustee is a party; or
(iii) collect and receive payment of any and all Note Obligations. Subject to the Intercreditor Agreements, the Trustee is authorized and empowered to institute and maintain, or direct the Collateral Agent to institute and maintain, such suits and proceedings as it may deem expedient to protect or enforce the First Priority Liens or the Security Documents to which the Collateral Agent or Trustee is a party or to prevent any impairment of Collateral by any acts that may be unlawful or in violation of the Security Documents to which the Collateral Agent or Trustee is a party or this Indenture, and such suits and proceedings as the Trustee or the Collateral Agent may deem expedient to preserve or protect its interests and the interests of the Ho...
Authorization of Actions to Be Taken by the Trustee Under the Collateral Documents. Subject to the provisions of Section 7.01 and 7.02 hereof and the provisions of the Collateral Documents, the Trustee may in the case of an ongoing Event of Default, in its sole discretion and without the consent of the Holders of Notes subject to Section 6.05, direct, on behalf of the Holders of Notes, the Collateral Agent to, take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of the Collateral Documents and (b) collect and receive any and all amounts payable in respect of the Obligations of the Issuers hereunder. The Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Note Collateral by any acts that may be unlawful or in violation of the Collateral Documents or this Indenture, and such suits and proceedings as the Trustee may deem expedient to preserve or protect its interests and the interests of the Holders of Notes in the Note Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the security interest hereunder or be prejudicial to the interests of the Holders of Notes or of the Trustee).
Authorization of Actions to Be Taken by the Trustee Under the Escrow Agreement. Subject to the provisions of Section 6.01 and Section 6.03, the Trustee may, without the consent of the Holders of Notes, on behalf of the Holders of Notes, take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of the Escrow Agreement and (b) collect and receive any and all amounts payable in respect of the obligations of the Company hereunder. The Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts that may be unlawful or in violation of the Escrow Agreement or this Indenture, and such suits and proceedings as the Trustee may deem expedient to preserve or protect its interests and the interests of the Holders of Notes in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the security interest hereunder or be prejudicial to the interests of the Holders of Notes or of the Trustee).
Authorization of Actions to Be Taken by the Trustee Under the Security Agreements. Subject to the provisions of the Indenture, the Trustee may, in its sole discretion and without the consent of the Holders of Notes, instruct, on behalf of the Holders of Notes, the collateral trustee to take all actions it deems necessary or appropriate in order to (a) enforce the rights of the Trustee and the Holders of Notes under any of the terms of the Security Agreements and (b) collect and receive any and all amounts payable in respect of the obligations of the Company under this Fifteenth Supplemental Indenture and the Notes, provided, that in no event shall the collateral trustee be required to take any actions that violate the terms of the Security Agreements or the Credit Facility. The Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to preserve or protect its interests and the interests of the Trustee and the Holders of Notes in the Collateral.
Authorization of Actions to Be Taken by the Trustee Under the Security Documents 140
Authorization of Actions to Be Taken by the Note Trustee Under the Security Documents. In accepting the Notes authenticated and delivered by the Note Trustee hereunder, each Holder authorizes the Note Trustee to enter into, and shall be deemed to have consented and agreed to the terms of, the Financing Documents to which the Note Trustee is a party. Subject to the provisions of Section 4.1 and Section 4.2 and the provisions of the Common Agreement and the Intercreditor Agreement, the Note Trustee may, without the consent of the Holders, on behalf of the Holders, take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of any Security Document and (b) collect and receive any and all amounts payable in respect of the obligations of the Issuer hereunder. Subject to the Common Agreement and the Intercreditor Agreement, the Note Trustee shall have power to institute and maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Collateral by any acts that may be unlawful or in violation of any Security Document or this Indenture, and such suits and proceedings as the Note Trustee may deem expedient to preserve or protect its interests and the interests of the Holders in the Collateral (including power to institute and maintain suits or proceedings to restrain the enforcement of or compliance with any legislative or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid if the enforcement of, or compliance with, such enactment, rule or order would impair the security interest hereunder or be prejudicial to the interests of the Holders or of the Note Trustee).
Authorization of Actions to Be Taken by the Collateral Agent Under the Pledge Agreement. Subject to the provisions of Sections 7.01 and 7.02 hereof and the Pledge Agreement, the Trustee may, with the consent of the Holders of a majority in principal amount of the Notes direct the Collateral Agent to take all actions it deems necessary or appropriate in order to (a) enforce any of the terms of the Pledge Agreement and (b) collect and receive any and all amounts payable in respect of the Obligations of the Company hereunder.
Authorization of Actions to Be Taken. (a) The Collateral Agent and the Trustee are authorized and empowered to become party to the Security Documents and to receive on behalf of the Holders, any funds collected or distributed under the Security Documents to which the Collateral Agent or Trustee is a party and to make further distributions of such funds to the Holders of Notes according to the provisions of this Indenture.
(b) Subject to the Collateral Trust Agreement and Article 7, unless inconsistent with applicable law or the other Security Documents, the Collateral Agent is authorized and empowered if an Event of Default has occurred and is continuing to institute and maintain such suits and proceedings as are necessary to protect or enforce the Liens on the Notes Collateral or the other rights under the Security Documents to which the Collateral Agent is a party.
Authorization of Actions to Be Taken by the Trustee or the Shared Security Agent Under the Security Documents 100 Section 10.07. Authorization of Receipt of Funds by the Trustee Under the Security Documents 101 Section 10.08. Release of Security 101
Authorization of Actions to Be Taken by the Trustee and the Collateral Agent Under the Collateral Documents 149 Section 13.06. Designations 150 Section 13.07. Powers Exercisable by Receiver or Trustee 150 Section 13.08. Purchaser Protected 150 Section 13.09. FCC and State PUC Compliance 150 Section 13.10. Regulated Subsidiaries 151 APPENDIX A – Provisions Relating to Securities EXHIBIT 1 TO APPENDIX A – Form of Security EXHIBIT 2 TO APPENDIX A – Form of Transferee Letter of Representation EXHIBIT A – Form of Incumbency Certificate EXHIBIT B – Form of Supplemental Indenture (Future Guarantors) INDENTURE, dated as of March 22, 2024, among Level 3 Financing, Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Issuer”), having its principal office at 0000 Xxxxxxxx Xxxxxxxxx, Xxxxxxxxxx, Xxxxxxxx 00000, Level 3 Parent, LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (herein called “Level 3 Parent”), having its principal office at 0000 Xxxxxxxx Xxxx., Xxxxxxxxxx, Xxxxxxxx 00000, the other Guarantors party hereto and Wilmington Trust, National Association, a national banking association, as Trustee and as Collateral Agent.
