The Administrative Agent and the Lenders Sample Clauses

The Administrative Agent and the Lenders. KEYBANK NATIONAL ASSOCIATION, as a Lender, a Letter of Credit Issuer and Administrative Agent By: /s/ X.X. Xxxxxx Name: X.X. Xxxxxx Title: Senior Vice President TDBANKNORTH, N.A. By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Senior Vice President RBS CITIZENS N.A. By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Senior Vice President JPMORGAN CHASE BANK, N.A. By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Vice President BORROWER: AMERICAN DENTAL PARTNERS, INC. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President, Planning and Investment THE SUBSIDIARY GUARANTORS: ADP OF NEW YORK, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF ALABAMA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF CALIFORNIA, INC., a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF LOUISIANA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF MARYLAND, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF MICHIGAN, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF MISSOURI, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF NORTH CAROLINA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF OKLAHOMA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF PENNSYLVANIA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF TENNESSEE, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF VIRGINIA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PROFESSIONAL SERVICES, LLC, a Subsidiary Guarantor By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President APPLE PARK ASSOCIATES, INC., a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President AMERICAN DENTAL PARTNERS OF ARIZONA, LLC, a Subsidiary Guarantor By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice P...
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The Administrative Agent and the Lenders. Section 13.1
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The Administrative Agent and the Lenders shall have the continuing and exclusive right to apply and reverse and reapply any and all such proceeds and payments to any portion of the Secured Obligations. 54
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The Administrative Agent and the Lenders shall have the continuing and exclusive right to apply and reverse and reapply any and all such proceeds and payments to any portion of the Secured Obligations. Notwithstanding the foregoing, Secured Obligations arising under Banking Services Obligations or Swap Agreement Obligations shall be excluded from the application described above and paid in clause seventh if the Administrative Agent has not received written notice thereof, together with such supporting documentation as the Administrative Agent may have reasonably requested from the applicable provider of such Banking Services or Swap Agreements. (c) At the election of the Administrative Agent, all payments of principal, interest, LC Disbursements, fees, premiums, reimbursable expenses (including, without limitation, all reimbursement for fees, costs and expenses pursuant to Section 9.03), and other sums payable under the Loan Documents, may be paid from the proceeds of Borrowings made hereunder, whether made following a request by the Borrower pursuant to Section 2.03 or 2.05 or a deemed request as provided in this Section or may be deducted from any deposit account of the Borrower maintained with the Administrative Agent. The Borrower hereby irrevocably authorizes (i) the Administrative Agent to make a Borrowing for the purpose of paying each payment of principal, interest and fees as it becomes due hereunder or any other amount due under the Loan Documents and agrees that all such amounts charged shall constitute Loans (including Swingline Loans), and that all such Borrowings shall be deemed to have been requested pursuant to Sections 2.03 or 2.05, as applicable, and (ii) the Administrative Agent to charge any deposit account of the Borrower maintained with the Administrative Agent for each payment of principal, interest and fees as it becomes due hereunder or any other amount due under the Loan Documents. (d) If, except as otherwise expressly provided herein, any Lender shall, by exercising any right of set-off or counterclaim or otherwise, obtain payment in respect of any principal of or interest on any of its Loans or participations in LC Disbursements resulting in such Lender receiving payment of a greater proportion of the aggregate amount of its Loans and participations in LC Disbursements and Swingline Loans and accrued interest thereon than the proportion received by any other similarly situated
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The Administrative Agent and the Lenders hereby acknowledge and agree that the appointment of The Chase Manhattan Bank as "Collateral Agent" pursuant to the EPN Security Documents which documents also include an appointment of The Chase Manhattan Bank as Collateral Agent for the Argo Lenders and for the EPN Lenders. The Lenders hereby appoint The Chase Manhattan Bank to act on their behalf as Collateral Agent. If at any time The Chase Manhattan Bank resigns or is replaced as the Collateral Agent then the "Required Lenders" as defined in the EPN Credit Agreement shall select a replacement "collateral agent" hereunder and for the EPN Security Documents in accordance with the procedures provided in the EPN Credit Agreement for replacement of the "Administrative Agent", subject to the approval of the Sponsor as set forth therein. The Lenders also hereby authorize and appoint the Administrative Agent to act as their agent with respect to the execution and delivery of that certain Intercreditor Agreement dated as of June 30, 2000, by and between the Administrative Agent and The Chase Manhattan Bank, acting in its capacity as the Administrative Agent under the EPN Credit Agreement.
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The Administrative Agent and the Lenders. 71 Section 10.1 Appointment and Authorization of Administrative Agent. 71
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The Administrative Agent and the Lenders agree to keep confidential (and to cause their respective affiliates, officers, directors, employees, Administrative Agents and representatives to keep confidential) all information, materials and documents furnished to the Administrative Agent or any such Lender by or on behalf of any Credit Party (whether before or after the Closing Date) which relates to the Borrower or any of its Subsidiaries (the "Information"). Notwithstanding the foregoing, the Administrative Agent and each Lender shall be permitted to disclose Information (i) to its affiliates, officers, directors, employees, agents and representatives (provided they have been informed of the confidential nature of such Information and have agreed to abide by the provisions of this Section 11.14) in connection with its participation in any of the transactions evidenced by this Credit Agreement or any other Credit Documents or the administration of this Credit Agreement or any other Credit Documents; (ii) to the extent required by applicable laws and regulations or by any subpoena or similar legal process, or requested by any Governmental Authority, and, where permissable in connection therewith, after notice to the Borrower reasonably calculated to afford the Borrower an opportunity to contest the disclosure; (iii) to the extent such Information (A) becomes publicly available other than as a result of a breach of this Credit Agreement or any agreement entered into pursuant to clause (iv) below, (B) becomes available to the Administrative Agent or such Lender on a non-confidential basis from a source other than a Credit Party or (C) was available to the Administrative Agent or such Lender on a non-confidential basis prior to its disclosure to the Administrative Agent or such Lender by a Credit Party; (iv) to any assignee or participant (or prospective assignee or participant) so long as such assignee or participant (or prospective assignee or participant) first specifically agrees in a writing furnished to and for the benefit of the Credit Parties to be bound by the terms of this Section 11.14; or (v) to the extent that the Borrower shall have consented in writing to such disclosure. Nothing set forth in this Section 11.14 shall obligate the Administrative Agent or any Lender to return any materials furnished by the Credit Parties.
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The Administrative Agent and the Lenders. (a) (i) acknowledge that the Borrower did not deliver the audited financial statements (without qualification) required under Section 6.1(a) (for the fiscal year ending December 31, 1997) of the Credit Agreement and (ii) agree that the Borrower's failure to deliver such audited financial statements does not and will not constitute a Termination Event.
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The Administrative Agent and the Lenders. Section 12.1 Authorization of Administrative Agent Each Xxxxxx and the Issuing Bank irrevocably appoints and authorizes the Administrative Agent to take all action as agent on its behalf and to exercise those powers and perform those duties under this Agreement and the other Documents as are delegated to the Administrative Agent by the terms thereof, together with all powers reasonably incidental thereto. As to any matters not expressly provided for by this Agreement or the other Documents, the Administrative Agent is not required to exercise any discretion or to take any action, but is required to act or to refrain from acting (and is fully protected in so acting or refraining from acting) upon the instructions of the Majority Lenders. Notwithstanding anything to the contrary in this Agreement and the other Documents, the Administrative Agent shall never be required to take any action which is contrary to this Agreement, the other Documents or Applicable Law. No Lender shall have any right of action whatsoever against the Administrative Agent as a result of the Administrative Agent acting or refraining from acting under this Agreement in accordance with the terms and conditions of this Section 12.1. Section 12.2
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