Common use of COLLATERAL AGENT'S CONDUCT OF LIQUIDATION Clause in Contracts

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent in the manner determined by it to be commercially reasonable. (b) The Collateral Agent may establish one or more Nominees to “bid in” or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines as appropriate under the circumstances. (d) Each Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an Agent or a Lender) unless indemnified Pro-Rata to that Agent’s satisfaction by the Lenders against any and all liability and expense which may be incurred by that Agent by reason of taking or continuing to take that course of action or action plan. (e) The Administrative Agent and each Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent in Agent, subject to the manner determined by it to be commercially reasonabledirection of the SuperMajority Lenders. (b) The Collateral Agent may establish one or more Nominees to “"bid in” " or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines determine as appropriate under the circumstances. (d) Each The Collateral Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an the Collateral Agent or a any Revolving Credit Lender) unless indemnified Pro-Rata to that the Collateral Agent’s 's satisfaction by the Revolving Credit Lenders against any and all liability and expense which may be incurred by that the Collateral Agent by reason of taking or continuing to take that course of action or action plan. (e) The Administrative Agent and each Each Revolving Credit Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Collateral Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent in the manner determined by it to be commercially reasonable. Any Liquidation of the Tranche B Senior Collateral shall be conducted by the Collateral Agent with the advice and assistance of the Tranche B Lender. (b) The Collateral Agent may establish one or more Nominees to “"bid in” " or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines as appropriate under the circumstances. (d) Each Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an Agent or a Lender) unless indemnified Pro-Rata to that Agent’s 's satisfaction by the Lenders against any and all liability and expense which may be incurred by that Agent by reason of taking or continuing to take that course of action or action plan.Page 108 (e) The Administrative Agent and each Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent, with the advice and assistance of the Administrative Agent in and the manner determined by it to be commercially reasonableLenders. (b) The Collateral Agent may establish one or more Nominees to “"bid in” " or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines as appropriate under the circumstances. (d) Each Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an Agent or a Lender) unless indemnified Pro-Rata to that Agent’s 's satisfaction by the Lenders against any and all liability and expense which may be incurred by that Agent by reason of taking or continuing to take that course of action or action plan, except for any action taken or omitted to be taken as to which a final judicial determination has been or is made (in a proceeding in which that Agent has had an opportunity to be heard) that that Agent had acted in a grossly negligent manner, in actual bad faith, or in willful misconduct. (e) The Administrative Agent and each Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent in Agent, subject to the manner determined by it to be commercially reasonabledirection of the Majority Lenders. (b) The Collateral Agent may establish one or more Nominees to “bid in” or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines determine as appropriate under the circumstances. (d) Each The Collateral Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an the Collateral Agent or a any Revolving Credit Lender) unless indemnified Pro-Rata to that the Collateral Agent’s satisfaction by the Revolving Credit Lenders against any and all liability and expense which may be incurred by that the Collateral Agent by reason of taking or continuing to take that course of action or action plan. (e) The Administrative Agent and each Each Revolving Credit Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Collateral Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent in Agents, subject to the manner determined by it to be commercially reasonabledirection of the SuperMajority Lenders. (b) The Collateral Agent Agents may establish one or more Nominees to “"bid in” " or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent Agents shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent Agents and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines Agents determine as appropriate under the circumstances. (d) Each Agent The Collateral Agents may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an Agent the Collateral Agents or a any Revolving Credit Lender) unless indemnified Pro-Rata to that Agent’s the Collateral Agents' satisfaction by the Revolving Credit Lenders against any and all liability and expense which may be incurred by that Agent the Collateral Agents by reason of taking or continuing to take that course of action or action plan. (e) The Administrative Agent and each Each Revolving Credit Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Agent Collateral Agents and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent, with the advice and assistance of the Administrative Agent in and the manner determined by it to be commercially reasonableLenders. (b) The Collateral Agent may establish one or more Nominees to “"bid in” " or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines as appropriate under the circumstances. (d) Each The Collateral Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an the Collateral Agent or a by any Lender) unless indemnified Pro-Rata to that the Collateral Agent’s 's satisfaction by the Lenders against any and all liability and expense which may be incurred by that the Collateral Agent by reason of taking or continuing to take that course of action or action plan. (e) The Administrative Agent and each Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Collateral Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset. . 90 .

COLLATERAL AGENT'S CONDUCT OF LIQUIDATION. (a) Any Liquidation shall be conducted by the Collateral Agent, with the advice and assistance of the Administrative Agent in and the manner determined by it to be commercially reasonableLenders. (b) The Collateral Agent may establish one or more Nominees to “"bid in” " or otherwise acquire ownership to any Post Foreclosure Asset. (c) The Collateral Agent shall manage the Nominee and manage and dispose of any Post Foreclosure Assets with a view towards the realization of the economic benefits of the ownership of the Post Foreclosure Assets and in such regard, the Collateral Agent and/or the Nominee may operate, repair, manage, maintain, develop, and dispose of any Post Foreclosure Asset in such manner as the Collateral Agent determines as appropriate under the circumstances. (d) Each Agent may decline to undertake or to continue taking a course of action or to execute an action plan (whether proposed by an Agent or a Lender) unless indemnified Pro-Rata to that Agent’s 's satisfaction by the Lenders against any and all liability and expense which may be incurred by that Agent by reason of taking or continuing to take that course of action or action plan. (e) The Administrative Agent and each Lender shall execute all such instruments and documents not inconsistent with the provisions of this Agreement as the Administrative Agent and/or the Nominee reasonably may request with respect to the creation and governance of any Nominee, the conduct of the Liquidation, and the management and disposition of any Post Foreclosure Asset.