Reset Agent Sample Clauses

Reset Agent. A. Reset. Using the Updated Projected Exposure Data as of the applicable Calculation Date, the Updated Stated Reinsurance, if any, the Updated Loss Adjustment Expense Factor, if any, and the Escrow Loss Probability Model (based on the Base Case analysis), the Reset Agent will reset (each, a “Reset”) effective as of the Reset Effective Date, the Attachment Point, Exhaustion Point, Risk Interest Spread, if applicable, and Insurance Percentage, using the following procedures. A Substitute Reset will also be deemed a Reset.
Sample 1
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Reset Agent. The Company and the Trustee agree that Goldman, Sachs & Co. will act as the Reset Agent unless and until remxxxx xx pxxxxxed in this Section 2.17. If requested by the Company, the Reset Agent shall seek an indicative Reference Fixed Rate from one other nationally recognized investment bank engaged by the Company for such purpose. The determination of any applicable Reset Rate shall be made by the Reset Agent by averaging the indicative Reference Fixed Rate obtained by it and the indicative Reference Fixed Rate provided by such other investment bank. If an indicative Reference Fixed Rate cannot reasonably be obtained from one other nationally recognized investment bank or if the Company chooses not to engage such other investment bank, then the Reference Fixed Rate determined by the Reset Agent shall be used. The determination of any applicable Reset Rate by the Reset Agent will be conclusive and binding upon the Reset Agent, the Company, the Trustee and the Holders, in the absence of manifest error. The Reset Agent may be removed at any time with or without cause by the Company upon giving at least thirty (30) days' written notice to the Reset Agent. The Reset Agent may resign at any time upon giving at least thirty (30) days' written notice to the Company. A successor Reset Agent, if any, will be appointed by the Company.
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Reset Agent 
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Related to Reset Agent

  • Market Agent 72 ARTICLE IX

  • Calculation Agent The Calculation Agent is Party A.

  • Appointment of Calculation Agent The Issuer appoints the Calculation Agent as its agent for the purpose of calculating the redemption amount and/or, if applicable, the amount of interest in respect of the Relevant Index Linked Notes upon the terms and subject to the conditions of this Agreement. The Calculation Agent accepts such appointment.

  • Distribution Agent “Distribution Agent” has the meaning set forth in Section 4.1.

  • Paying Agent; Authenticating Agent The rights and protections afforded to the Owner Trustee pursuant to this Agreement, including without limitation Articles 7 and 8 hereof, shall also be afforded to the Paying Agent, Authenticating Agent and Certificate Registrar.

  • The Auction Agent 17 6.1 Duties and Responsibilities..................................................17 6.2 Rights of the Auction Agent..................................................18 6.3 Auction Agent's Disclaimer...................................................18 6.4 Compensation, Expenses and Indemnification...................................18

  • Trustee, Paying Agents, Conversion Agents, Bid Solicitation Agent or Note Registrar May Own Notes The Trustee, any Paying Agent, any Conversion Agent, Bid Solicitation Agent (if other than the Company or any Affiliate thereof) or Note Registrar, in its individual or any other capacity, may become the owner or pledgee of Notes with the same rights it would have if it were not the Trustee, Paying Agent, Conversion Agent, Bid Solicitation Agent or Note Registrar.

  • The Auction Agent as Paying Agent The Bank of New York, as the Paying Agent, shall pay to the Holders of AMPS (i) on each Dividend Payment Date, dividends on the AMPS, (ii) on any date fixed for redemption of AMPS, the Redemption Price of any shares called for redemption and (iii) any Late Charge related to any payment of dividends or Redemption Price, in each case after receipt of the necessary funds from the Fund with which to pay such dividends, Redemption Price or Late Charge. The amount of dividends for any Rate Period for the AMPS to be paid by the Paying Agent to the Holders of such shares will be determined by the Trust as set forth in paragraph 2 of Part I of Section 12.1 of the Bylaws. The Redemption Price of any shares to be paid by the Paying Agent to the Holders will be determined by the Trust as set forth in paragraph 8 of Part I of Section 12.1 of the Bylaws. Whenever any AMPS are to be redeemed, the Fund shall mail a Notice of Redemption by first-class mail, postage prepaid, to each Holder of Preferred Shares being redeemed and provide notice to the Paying Agent pursuant to the Bylaws.

  • Conversion Agent The Conversion Agent shall not at any time be under any duty or responsibility to any Holder to determine whether any facts exist that may require any adjustment of the Conversion Rate or with respect to the nature or extent or calculation of any such adjustment when made, or with respect to the method employed in making the same. The Conversion Agent shall be fully authorized and protected in relying on any Officer’s Certificate delivered pursuant to this Section 11(g) and any adjustment contained therein and the Conversion Agent shall not be deemed to have knowledge of any adjustment unless and until it has received such certificate. The Conversion Agent shall not be accountable with respect to the validity or value (or the kind or amount) of any shares of Common Stock, or of any securities or property, that may at the time be issued or delivered with respect to any Series A Preferred Stock and the Conversion Agent makes no representation with respect thereto. The Conversion Agent shall not be responsible for any failure of the Company to issue, transfer or deliver any shares of Common Stock pursuant to the conversion of Series A Preferred Stock or to comply with any of the duties, responsibilities or covenants of the Company contained in this Section 11.

  • Auction Agent's Disclaimer The Auction Agent makes no representation as to the validity or the adequacy of this Agreement, the Broker-Dealer Agreements or the AMPS.

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