Agent’s Discretion definition

Agent’s Discretion means the Agent’s determination made in the exercise of commercially reasonable (from the perspective of a secured lender) credit or business judgment.
Sample 1Sample 2Sample 3
Agent’s Discretion means Agent’s sole and absolute discretion, subject however to objection by the Majority Lenders. Any determination that is subject to the exercise of Agent’s Discretion shall be proposed in writing by Agent to the Lenders, which may be in the form of a Collateral Covenant Certificate (or any back up schedules to such Collateral Covenant Certificate), with a column or note indicating a determination or adjustment made at “Agent’s Discretion,” or other writing. (each an “Agent’s Discretion Request”). Any Lender may object to any proposed exercise of Agent’s Discretion within three (3) Business Days of receipt of an Agent’s Discretion Request, and the absence of receipt by Agent of a written objection from a Lender within three (3) Business Days after receipt of the Agent’s Discretion Request shall be deemed a consent to the determination contained in the Agent’s Discretion Request. Any Lender objection to an Agent's Discretion Request shall be accompanied by a reasoned alternative proposed determination. Notwithstanding the foregoing, any such Agent's Discretion Request may be presented in a telephonic meeting at which all Lenders are represented, and the absence of an objection by Majority Lenders to such Agent's Discretion Request may be determined by the absence of an objection by Majority Lenders in such a telephonic meeting.
Sample 1

Examples of Agent’s Discretion in a sentence

  • Cause Xxxxxx Xxxxxxx to continue to be employed as, and to actively perform the duties of, the Chief Executive Officer of each Loan Party unless a successor is appointed within sixty (60) days after the termination of such individual’s employment, and such successor is satisfactory to the Agent in Agent’s Discretion.

  • Agent’s Discretion...........................................................

  • SECURED PARTIES’ RIGHTS AND REMEDIES AFTER DEFAULT 72 Section 11.1 Rights and Remedies 72 Section 11.2 Collateral Agent’s Discretion 73 Section 11.3 Setoff 73 Section 11.4 Intellectual Property License 73 Section 11.5 Rights and Remedies not Exclusive 74 Section 11.6 Allocation of Payments After Event of Default 74 ARTICLE XII.

  • AGENT’S AND LENDERS’ RIGHTS AND REMEDIES AFTER DEFAULT 123 11.1. Rights and Remedies 123 11.2. Agent’s Discretion 126 11.3. Setoff 126 11.4. Rights and Remedies not Exclusive 126 11.5. Allocation of Payments After Event of Default 126 XII.

  • MISCELLANEOUS 95 Section 8.1. Survival 95 Section 8.2. Agent’s Discretion 95 Section 8.3. Governing Law 96 Section 8.4. Modification, Waiver in Writing 96 Section 8.5. Delay Not a Waiver 96 Section 8.6. Notices 97 Section 8.7. TRIAL BY JURY 97 Section 8.8. Headings 97 Section 8.9. Assignment 97 Section 8.10.

  • Instead, the Lenders have the ability under this Agreement to review and object to Agent's initial determinations of such matters in connection with the procedures set forth for the exercise of Agent’s Discretion with regard to such matters.

  • MISCELLANEOUS 106 Section 8.1. Survival 106 Section 8.2. Agent’s Discretion 107 Section 8.3. Governing Law 107 Section 8.4. Modification, Waiver in Writing 107 Section 8.5. Delay Not a Waiver 108 Section 8.6. Notices 108 Section 8.7. TRIAL BY JURY 108 Section 8.8. Headings 108 Section 8.9. Assignment.

  • LENDERS’ RIGHTS AND REMEDIES AFTER DEFAULT 78 11.1. Rights and Remedies 78 11.2. Agent’s Discretion 79 11.3. Setoff 80 11.4. Rights and Remedies not Exclusive 80 11.5. Allocation of Payments After Event of Default 80 XII.

  • LENDERS’ RIGHTS AND REMEDIES AFTER DEFAULT 154 11.1. Rights and Remedies 154 11.2. Agent’s Discretion 157 11.3. Setoff 157 11.4. Rights and Remedies not Exclusive 157 11.5. Allocation of Payments After Event of Default 157 XII.

  • LENDERS’ RIGHTS AND REMEDIES AFTER DEFAULT 83 11.1. Rights and Remedies 83 11.2. Agent’s Discretion 84 11.3. Setoff 85 11.4. Rights and Remedies not Exclusive 85 11.5. Allocation of Payments After Event of Default 85 XII.

Related to Agent’s Discretion

  • Discretion means in the sole discretion of the Committee, with no requirement whatsoever that the Committee follow past practices, act in a manner consistent with past practices, or treat an employee or consultant in a manner consistent with the treatment afforded other employees or consultants with respect to the Plan.

  • Sole Discretion means the right and power to decide a matter, which right may be exercised arbitrarily at any time and from time to time.

  • Administrator/Benchmark Event means, in respect of any Series of Preference Shares and an Index, any authorisation, registration, recognition, endorsement, equivalence decision, approval or inclusion in any official register in respect of the Index or the administrator of the Index or the Index Sponsor has not been, or will not be, obtained or has been, or will be, rejected, refused, suspended or withdrawn by the relevant competent authority or other relevant official body, in each case as required under any applicable law or regulation in order for the Company, the Calculation Agent or any other entity to performits or their respective obligations in respect of the Preference Shares or any Related Financial Product, all as determined by the Calculation Agent;

  • Administrative merits determination means certain notices or findings of labor law violations issued by an enforcement agency following an investigation. An administrative merits determination may be final or be subject to appeal or further review. To determine whether a particular notice or finding is covered by this definition, it is necessary to consult section II.B. in the DOL Guidance.

  • Financial exigency means a condition that requires the bona fide discontinuance or reduction in size of an administrative unit, project, program or curriculum due to the lack of funds available and sufficient to meet current or projected expenditures.

  • Administrator/Benchmark Event means, in relation to any Benchmark, the occurrence of a Benchmark Modification or Cessation Event, a Non-Approval Event, a Rejection Event or a Suspension/Withdrawal Event all as determined by the Issuer.

  • Non-Administrator Skilled Nursing Facility means a Skilled Nursing Facility which does not have an agreement with the Claim Administrator or another Blue Cross and/or Blue Shield Plan but has been certified in accordance with guidelines established by Medicare.

  • discretionary use means the use of land or a building provided for in this Bylaw for which a development permit may be issued upon an application having been made;

  • Administrator/Benchmark Event Date means, in respect of an Administrator/Benchmark Event, the date on which the authorisation, registration, recognition, endorsement, equivalence decision, approval or inclusion in any official register is (i) required under any applicable law or regulation; or(ii) rejected, refused, suspended or withdrawn, if the applicable law or regulation provides that the Relevant Benchmark is not permitted to be used under the Securities following rejection, refusal, suspension or withdrawal, or, in each case, if such date occurs before the Issue Date, the Issue Date.

  • Non-Discretionary Portfolio Management Services means a portfolio management services under which the Portfolio Manager, subject to express prior instructions issued by the Client from time to time in writing, for an agreed fee structure and for a definite described period, invests in respect of the Client’s account in any type of security entirely at the Client’s risk and ensure that all benefits accrue to the Client’s Portfolio.

  • Internal inspection means as complete an examination as can be reasonably made of the internal and external surfaces of a boiler or pressure vessel while it is shut down and while manhole plates, handhole plates or other inspection opening closures are removed as required by the inspector.

  • Prospective budgeting means the determination of eligibility and the amount of assistance for a calendar month based on the best estimate of income and circumstances which will exist in that calendar month.

  • Administrator/Benchmark Event Date means, in respect of an Administrator/Benchmark Event, the date on which the authorisation, registration, recognition, endorsement, equivalence decision, approval or inclusion in any official register is (i) required under any applicable law or regulation; or

  • Negative Discretion means the discretion authorized by the Plan to be applied by the Committee to eliminate or reduce the size of a Performance Compensation Award consistent with Section 162(m) of the Code.

  • Emergency call means a telephone request or text message request for service which requires immediate action to prevent loss of life, reduce bodily injury, prevent or reduce loss of property and respond to other emergency situations determined by local policy.

  • Administrative Safeguards are administrative actions, and policies and procedures, to manage the selection, development, implementation, and maintenance of security measures to protect electronic PHI and to manage the conduct of Contractor’s workforce in relation to the protection of that information.

  • REASONABLY SAFE FROM FLOODING Means base flood waters will not inundate the land or damage structures to be removed from the floodplain and that any subsurface waters related to the base flood will not damage existing or proposed buildings.

  • Auditor General means the person appointed as Auditor-General in terms of section 193 of the Constitution, and includes a person-

  • Discretionary Portfolio Management Services means the portfolio management services rendered to the Client by the Portfolio Manager on the terms and conditions contained in the agreement, where under the Portfolio Manager exercises any degree of discretion in the investments or management of assets of the Client.

  • Non-Administrator Dialysis Facility means a Dialysis Facility which does not have an agreement with the Claim Administrator or another Blue Cross and/or Blue Shield Plan but has been certified in accordance with the guidelines established by Medicare.

  • Monitoring Committee means the committee established under clause 10 of this Award.

  • the London Emergencies Trust means the company of that name (number 09928465) incorporated on 23rd December 2015 and the registered charity of that name (number 1172307) established on 28th March 2017;

  • Administrator Default has the meaning specified in Section 5.1 of the Administration Agreement.

  • Claims Administrator means the firm proposed by Class Counsel and appointed by the Courts to administer the Settlement Amount in accordance with the provisions of this Settlement Agreement and the Distribution Protocol, and any employees of such firm.

  • Capital Requirements Directive means Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, as amended or replaced from time to time.

  • Administrative Procedures means the Administrative Procedures of Minnesota Management & Budget developed in accord with M.S. 43A.04, subdivision 4.