Common use of Titles and Roles Clause in Contracts

Titles and Roles. You hereby appoint (i) CS Securities to act, and CS Securities hereby agrees to act, as sole bookrunner and sole lead arranger for the Facilities (the “Lead Arranger”), it being understood that the Borrower may, with the consent of CS Securities, such consent not to be unreasonably withheld, appoint an additional financial institution as joint bookrunner and co-lead arranger along with CS Securities, and (ii) CS to act, and CS hereby agrees to act, as sole administrative agent and sole collateral agent (the “Agent”), it being understood that the Borrower may instead select The Bank of Nova Scotia or, if reasonably acceptable to CS, another Lender, to act as the Agent, with respect to the Replacement Facilities, in each case upon the terms and subject to the conditions set forth or referred to in this Commitment Letter. The Lead Arranger and the Agent, in such capacities, will perform the duties and exercise the authority customarily performed and exercised by it in such roles. You agree that, (i) Credit Suisse will have “left” placement in any and all marketing materials or other documentation used in connection with the Facilities and (ii) in no event will Credit Suisse be entitled to less than 40% of the economics granted in this Commitment Letter and in the Fee Letter referred to below. You further agree that no other titles will be awarded and no compensation (other than that expressly contemplated by this Commitment Letter and the Fee Letter referred to below) will be paid in connection with the Facilities or the Proposed Amendment unless you and we shall so agree.

Appears in 2 contracts

Samples: Existing Credit Agreement (Weight Watchers International Inc), Existing Credit Agreement (Weight Watchers International Inc)

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Titles and Roles. You hereby appoint (ia) CS Securities to act, and CS Securities hereby agrees to act, as sole bookrunner and sole lead arranger for the Facilities (the “Lead Arranger”), it being understood that the Borrower may, with the consent of CS Securities, such consent not to be unreasonably withheld, appoint an additional financial institution as joint bookrunner and co-lead arranger along with CS Securities, and (iib) CS to act, and CS hereby agrees to act, as sole administrative agent for the Facilities and sole collateral agent (for the “Agent”), it being understood that the Borrower may instead select The Bank of Nova Scotia or, if reasonably acceptable to CS, another Lender, to act as the Agent, with respect to the Replacement Facilities, in each case upon the terms and subject to the conditions set forth or referred to in this Commitment Letter. The Lead Arranger Each of CS Securities and the AgentCS, in such capacities, will perform the duties and exercise the authority customarily performed and exercised by it in such roles. You agree that, (i) Credit Suisse will have “left” placement in any and all marketing materials or other documentation used in connection with the Facilities and (ii) in no event will Credit Suisse be entitled to less than 40% of the economics granted in this Commitment Letter and in the Fee Letter referred to below. You further agree that no other titles will be awarded and no compensation (other than that expressly contemplated by this Commitment Letter and the Fee Letter referred to below) will be paid in connection with the Facilities or the Proposed Amendment unless you and we shall so agree. Notwithstanding the foregoing, you may appoint one additional lead arranger or bookrunner in respect of the Facilities within five business days after the date of your acceptance of this letter; provided that (i) such additional lead arranger or bookrunner shall be entitled to not more than 50% of the economics with respect to each Facility (with the economics allocated to Credit Suisse reduced by an amount equal to the economics granted to such additional lead arranger or bookrunner), (ii) such additional lead arranger or bookrunner shall have assumed commitments hereunder at least commensurate with its percentage of the economics, which commitments shall be allocated pro rata to the Facilities, and the commitments of CS hereunder shall be reduced by the amount so assumed, and (iii) Credit Suisse shall have “lead left” placement in any and all marketing materials in connection with the Facilities and shall have the role and responsibilities conventionally associated with such “lead left” placement, including maintaining sole physical books.

Appears in 1 contract

Samples: Stock Purchase Agreement (XPO Logistics, Inc.)

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Titles and Roles. You hereby appoint (ia) CS Securities to act, and CS Securities hereby agrees to act, as sole joint bookrunner and joint lead arranger for the Facilities and as sole lead arranger for the Proposed Amendment (with one other institution to be mutually agreed by you and us to act as joint bookrunner and joint lead arranger for the Facilities (the an Additional Joint Lead Arranger”), it being understood that the Borrower may, with the consent of CS Securities, such consent not to be unreasonably withheld, appoint an additional financial institution as joint bookrunner and co-lead arranger along with CS Securities), and (iib) CS to act, and CS hereby agrees to act, as sole administrative agent and sole collateral agent (for the “Agent”), it being understood that the Borrower may instead select The Bank of Nova Scotia or, if reasonably acceptable to CS, another Lender, to act as the Agent, with respect to the Replacement Facilities, in each case upon the terms and subject to the conditions set forth or referred to in this Commitment Letter. The Lead Arranger Each of CS Securities and the AgentCS, in such capacities, will perform the duties and exercise the authority customarily performed and exercised by it in such roles. You agree that, (i) that Credit Suisse will have “left” placement in any and all marketing materials or other documentation used in connection with the Facilities and (ii) in no event will Credit Suisse be entitled to less than 40% of the economics granted in this Commitment Letter and in the Fee Letter referred to belowFacilities. You further agree that no other titles will be awarded and no compensation (other than that expressly contemplated by this Commitment Letter and the Fee Letter referred to below) will be paid in connection with the Facilities or the Proposed Amendment unless you and we shall so agree.

Appears in 1 contract

Samples: Merger Agreement (Cb Richard Ellis Group Inc)

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