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.

  • 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 Discretion...........................................................

  • No litigation, investigation, or proceeding is pending or, to any Loan Party’s knowledge, threatened against any Loan Party (or against its officers, directors, or managers), (i) in connection with the Loan Documents or (ii) that could (as determined in the Administrative Agent’s Discretion) have a Material Adverse Effect.

  • Section 7.1. Event of Default 103 Section 7.2. Remedies 105 Section 7.3. Remedies Cumulative 106 Section 7.4. Curative Advances 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 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.

  • NOTEHOLDERS’ RIGHTS AND REMEDIES AFTER DEFAULT 87 11.1 Rights and Remedies 87 11.2 Agent’s Discretion 88 11.3 Setoff 88 11.4 Rights and Remedies not Exclusive 89 11.5 Allocation of Payments After Event of Default 89 XII.

  • Requestors will make certification requests using FDA Form 3864 and will include a cover letter explaining the nature of the submission (as explained in the Instructions page to the form).

  • 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.

  • XXXX COLLATERAL PROVIDERS’ RIGHTS AND REMEDIES AFTER DEFAULT 135 11.1. Rights and Remedies 135 11.2. Agent’s Discretion 137 11.3. Setoff 138 11.4. Rights and Remedies not Exclusive 138 11.5. Allocation of Payments and Proceeds of Collateral after Event of Default 138 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.

  • Administrative Agent’s Account means, for each Currency, an account in respect of such Currency designated by the Administrative Agent in a notice to the Borrower and the Lenders.

  • DIP Agents means the DIP ABL Agent and the DIP Term Loan Agent.

  • Administrative Agent’s Fee shall have the meaning specified in Section 10.9 [Administrative Agent’s Fee].

  • DIP Agent means the administrative agent for the DIP Lenders as defined in the DIP Credit Agreement.

  • Administrative Agent Fees shall have the meaning assigned to such term in Section 2.05(b).

  • Agent’s Account means the Deposit Account of Agent identified on Schedule A-1.

  • 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 Agent Fee shall have the meaning assigned to such term in Section 2.05(b).

  • Managing Agents as defined in the preamble hereto.

  • 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.

  • Agent’s Group has the meaning specified in Section 8.02(b).

  • Administrative Agent Account an account designated by the Administrative Agent from time to time.

  • 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.

  • Enforcement Committee means a committee consisting of representatives of the Settling States and of the Participating Subdivisions. Exhibit B contains the organizational bylaws of the Enforcement Committee. Notice pursuant to subsection XVI.P shall be provided when there are changes in membership or contact information.

  • Administrative Agent-Related Persons means Administrative Agent, its Affiliates, and the officers, directors, employees, agents and attorneys-in-fact of the Administrative Agent and its Affiliates.

  • 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.

  • Administrative Agent Fee Letter means that certain fee letter agreement that shall be entered into between the Borrower and the Administrative Agent in connection with the transactions contemplated by this Agreement, as amended, modified, supplemented, restated or replaced from time to time in accordance with the terms thereof.

  • Administrative hearing means a type of hearing that an appellant may elect in which the presiding officer reviews the written record only and makes a decision based on the facts available within the appeal file. An administrative hearing does not require an in-person or teleconference hearing. The final determination to establish whether an administrative hearing may be held will be made by the appeals section or the presiding officer.

  • 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.

  • Approved Electronic Platform has the meaning assigned to it in Section 8.03(a).

  • BAS means Banc of America Securities LLC.

  • Public Side Lender Representatives means, with respect to any Lender, representatives of such Lender that do not wish to receive MNPI.

  • 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

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