THE AGENCY PROVISIONS Sample Clauses

THE AGENCY PROVISIONS. 01Appointment and Authority Section 9.02Rights as a Lender Section 9.03Exculpatory Provisions Section 9.04Reliance by Administrative Agent Section 9.05Delegation of Duties Section 9.06Resignation of Administrative Agent
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THE AGENCY PROVISIONS. Section 9.01 Appointment and Authority 107 Section 9.02 Rights as a Lender 108 Section 9.03 Exculpatory Provisions 108 Section 9.04 Reliance by Administrative Agent 108 Section 9.05 Delegation of Duties 109 Section 9.06 Resignation of Administrative Agent 109 Section 9.07 Non-Reliance on Administrative Agent and Other Lenders 109 Section 9.08 No Other Duties, Etc. 109 Section 9.09 Administrative Agent May File Proofs of Claim 110 Section 9.10 Collateral and Guaranty Matters 110 Section 9.11 Secured Hedge Agreements 111 Section 10.01 Amendments, Etc. 112 Section 10.02 Notices; Effectiveness; Electronic Communication 114 Section 10.03 No Waiver; Cumulative Remedies; Enforcement 116 Section 10.04 Expenses; Indemnity; Damage Waiver 116 Section 10.05 Payments Set Aside 119 Section 10.06 Successors and Assigns 119 Section 10.07 Treatment of Certain Information; Confidentiality 124 Section 10.08 Platform; Borrower Materials 125 Section 10.09 Right of Setoff 126 Section 10.10 Interest Rate Limitation 126 Section 10.11 Counterparts; Integration; Effectiveness 127 Section 10.12 Survival of Representations and Warranties 127 Section 10.13 Severability 127 Section 10.14 Replacement of Lenders 127 Section 10.15 Governing Law; Jurisdiction Etc. 128 Section 10.16 Waiver of Jury Trial 129 Section 10.17 No Advisory or Fiduciary Responsibility 129 Section 10.18 Electronic Execution of Assignments and Certain Other Documents 130 Section 10.19 USA Patriot Act Notice 130 Section 10.20 Intercreditor Agreement 130 Section 10.21 Release of Liens and Guarantees 131 Section 10.22 Headings 131 Exhibit A-1Form of Assignment and Acceptance Exhibit A-2Form of Affiliated Lender Assignment and Acceptance Exhibit A-3 – Form of Permitted Loan Purchase Assignment and Acceptance Exhibit BForm of Solvency Certificate Exhibit CForm of Borrowing Request Exhibit DForm of Mortgage Exhibit E – Form of Collateral Agreement Exhibit F – Form of Discounted Prepayment Option Notice Exhibit G – Form of Lender Participation Notice Exhibit H – Form of Discounted Voluntary Prepayment Notice Exhibit I-1 – Form of U.S. Tax Compliance Certificate Exhibit I-2 – Form of U.S. Tax Compliance Certificate Exhibit I-3 – Form of U.S. Tax Compliance Certificate Exhibit I-4 – Form of U.S. Tax Compliance Certificate Exhibit J – Form of Guaranty Agreement Schedule 1.01(a) – Certain U.S. Subsidiaries Schedule 1.01(b) – Mortgaged Properties Schedule 1.01(c) – Immaterial Subsidiaries Schedule 1.01(d) – Pro Fo...
THE AGENCY PROVISIONS. Section 9.01 Appointment and Authority 136135 Section 9.02 Rights as a Lender 137136 Section 9.03 Exculpatory Provisions 137136 Section 9.04 Reliance by Administrative Agent 138137 Section 9.05 Delegation of Duties 138137 Section 9.06 Resignation of Administrative Agent 138137 Section 9.07 Non-Reliance on Administrative Agent and Other Lenders 139 Section 9.08 No Other Duties, Etc. 140139 Section 9.09 Administrative Agent May File Proofs of Claim 140139 Section 9.10 Collateral and Guaranty Matters 140 Section 9.11 Secured Hedge Agreements and Secured Cash Management Agreements 142141 Section 9.12 Certain ERISA Matters 142141
THE AGENCY PROVISIONS. Section 9.01. Appointment and Authority 89 Section 9.02. Rights as a Lender 90 Section 9.03. Exculpatory Provisions 90 Section 9.04. Reliance by Administrative Agent 91 Section 9.05. Delegation of Duties 91 Section 9.06. Resignation of Administrative Agent 92 Section 9.07. Non-Reliance on Administrative Agent and Other Lenders 92 Section 9.08. No Other Duties, Etc. 93 Section 9.09. Administrative Agent May File Proofs of Claim 93 Section 9.10. Collateral and Guaranty Matters 93 Section 9.11. Hedge Agreements 94
THE AGENCY PROVISIONS. Section 9.01
THE AGENCY PROVISIONS. Section 9.01 Appointment and Authority 182 Section 9.02 Rights as a Lender 183 Section 9.03 Exculpatory Provisions 183 Section 9.04 Reliance by Administrative Agent 184 Section 9.05 Delegation of Duties 184 Section 9.06 Resignation of Administrative Agent 185 Section 9.07 Non-Reliance on Administrative Agent and Other Lenders 186 Section 9.08 No Other Duties, Etc. 186 Section 9.09 Administrative Agent May File Proofs of Claim 186 Section 9.10 Collateral and Guaranty Matters 187 Section 9.11 Secured Hedge Agreements and Secured Cash Management Agreements 189 Section 10.01 Guaranty 189 Section 10.02 Rights of Lenders 190 Section 10.03 Certain Waivers 190 Section 10.04 Obligations Independent 190 Section 10.05 Subrogation 190 Section 10.06 Termination; Reinstatement 191 Section 10.07 Subordination 191 Section 10.08 Stay of Acceleration 191 Section 10.09 Condition of Borrower 191 Section 10.10 Direct Benefit 191
THE AGENCY PROVISIONS 
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Related to THE AGENCY PROVISIONS

  • Agency Provisions 64 10.1. Appointment...................................................................................64

  • Borrowing Agency Provisions (a) Each Borrower hereby irrevocably designates Borrowing Agent to be its attorney and agent and in such capacity to borrow, sign and endorse notes, and execute and deliver all instruments, documents, writings and further assurances now or hereafter required hereunder, on behalf of such Borrower or Borrowers, and hereby authorizes Agent to pay over or credit all loan proceeds hereunder in accordance with the request of Borrowing Agent. (b) The handling of this credit facility as a co-borrowing facility with a borrowing agent in the manner set forth in this Agreement is solely as an accommodation to Borrowers and at their request. Neither Agent nor any Lender shall incur liability to Borrowers as a result thereof. To induce Agent and Lenders to do so and in consideration thereof, each Borrower hereby indemnifies Agent and each Lender and holds Agent and each Lender harmless from and against any and all liabilities, expenses, losses, damages and claims of damage or injury asserted against Agent or any Lender by any Person arising from or incurred by reason of the handling of the financing arrangements of Borrowers as provided herein, reliance by Agent or any Lender on any request or instruction from Borrowing Agent or any other action taken by Agent or any Lender with respect to this Section 15.1 except due to willful misconduct or gross (not mere) negligence by the indemnified party (as determined by a court of competent jurisdiction in a final and non-appealable judgment). (c) All Obligations shall be joint and several, and each Borrower shall make payment upon the maturity of the Obligations by acceleration or otherwise, and such obligation and liability on the part of each Borrower shall in no way be affected by any extensions, renewals and forbearance granted to Agent or any Lender to any Borrower, failure of Agent or any Lender to give any Borrower notice of borrowing or any other notice, any failure of Agent or any Lender to pursue or preserve its rights against any Borrower, the release by Agent or any Lender of any Collateral now or thereafter acquired from any Borrower, and such agreement by each Borrower to pay upon any notice issued pursuant thereto is unconditional and unaffected by prior recourse by Agent or any Lender to the other Borrowers or any Collateral for such Borrower’s Obligations or the lack thereof. Each Borrower waives all suretyship defenses.

  • Policy Provisions All insurance maintained by the Grantor pursuant to Section 2.1.1 shall (a) (except for worker's compensation insurance) list the Grantee as an additional insured as its interests may appear, (b) (except for worker's compensation and public liability insurance) provide that the proceeds for any losses shall be adjusted by the Grantor subject to the approval of the Grantee in the event the proceeds shall exceed $1,000,000, and shall be payable to the Grantee, to be held and applied as provided in Section 2.3, (c) include effective waivers by the insurer of all rights of subrogation against any named insured, the indebtedness secured by this Deed and the Property and all claims for insurance premiums against the Grantee, (d) (except for worker's compensation and public liability insurance) provide that any losses shall be payable notwithstanding (i) any act, failure to act or negligence of or violation of warranties, declarations or conditions contained in such policy by any named insured, (ii) the occupation or use of the Property for purposes more hazardous than permitted by the terms thereof, (iii) any foreclosure or other action or proceeding taken by the Grantee pursuant to any provision of this Deed, or (iv) any change in title or ownership of the Property, (e) provide that no cancellation, reduction in amount or material change in coverage thereof or any portion thereof shall be effective until at least thirty (30) days after receipt by the Grantee of written notice thereof, (f) provide that any notice under such policies shall be simultaneously delivered to the Grantee, and (g) be satisfactory in all other reasonable respects to the Grantee. Any insurance maintained pursuant to this Section 2.1 may be evidenced by blanket insurance policies covering the Property and other properties or assets of the Grantor, provided that any such policy shall specify the portion, if less than all, of the total coverage of such policy that is allocated to the Property and shall in all other respects comply with the requirements of this Section 2.1.

  • Required Policy Provisions Each policy must provide, as follows: (i) the policy is primary and noncontributory with any insurance or self-insurance maintained by Judicial Branch Entities and Judicial Branch Personnel, and the basic coverage insurer waives any and all rights of subrogation against Judicial Branch Entities and Judicial Branch Personnel; (ii) the insurance applies separately to each insured against whom a claim is made or a lawsuit is brought, to the limits of the insurer’s liability; and (iii) each insurer waives any right of recovery or subrogation it may have against the JBE, the State of California, the Judicial Council of California, and their respective judges, subordinate judicial officers, executive officers, administrators, officers, officials, agents, representatives, contractors, volunteers or employees for loss or damage.

  • General Provisions Applicable to Loans and Letters of Credit 4.1. Interest Rates and Payment Dates 4.2. Conversion and Continuation Options 4.3. Minimum Amounts of Sets

  • Compliance with Certain Requirements of Regulations; Deficit Capital Accounts In the event the Company is “liquidated” within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g), distributions shall be made pursuant to this Article X to the Unit Holders who have positive Capital Accounts in compliance with Regulations Section 1.704-1(b)(2)(ii)(b)(2). If any Unit Holder has a deficit balance in such Member’s Capital Account (after giving effect to all contributions, distributions and allocations for all Fiscal Years, including the Fiscal Year during which such liquidation occurs), such Unit Holder shall have no obligation to make any contribution to the capital of the Company with respect to such deficit, and such deficit shall not be considered a debt owed to the Company or to any other Person for any purpose whatsoever. In the discretion of the Liquidator, a pro rata portion of the distributions that would otherwise be made to the Unit Holders pursuant to this Article X may be: (i) distributed to a trust established for the benefit of the Unit Holders for the purposes of liquidating Company assets, collecting amounts owed to the Company, and paying any contingent or unforeseen liabilities or obligations of the Company, in which case the assets of any such trust shall be distributed to the Unit Holders from time to time, in the reasonable discretion of the Liquidator, in the same proportions as the amount distributed to such trust by the Company would otherwise have been distributed to the Unit Holders pursuant to Section 10.2 of this Agreement; or (b) withheld to provide a reasonable reserve for Company liabilities (contingent or otherwise) and to reflect the unrealized portion of any installment obligations owed to the Company, provided that such withheld amounts shall be distributed to the Unit Holders as soon as practicable.

  • Bankruptcy Provisions Without limitation of the absolute nature of the assignment of the Rents hereunder, Mortgagor and Mortgagee agree that (a) this Mortgage shall constitute a “security agreement” for purposes of Section 552(b) of the Bankruptcy Code, (b) the security interest created by this Mortgage extends to property of Mortgagor acquired before the commencement of a case in bankruptcy and to all amounts paid as Rents and (c) such security interest shall extend to all Rents acquired by the estate after the commencement of any case in bankruptcy.

  • Compliance with Consolidation Provisions The Company will not, while any of the Securities remain Outstanding, consolidate with or merge into any other Person, in either case where the Company is not the survivor of such transaction, or sell or convey all or substantially all of its property to any other Person unless the provisions of Article Ten hereof are complied with.

  • REDUNDANCY PROVISIONS (1) Should an employee in a Catholic school become redundant then the provisions of: (a) the Workplace Relations Act (1996); and/or (b) the Catholic Education Commission of Western Australia policy on redundancy; and/or (c) this agreement which ever is the greater, shall apply.

  • General Provisions Applicable to Loans Section 6.1 Minimum Amounts for Committed Borrowings, Conversions or Continuations and Prepayments.

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