Omnibus Agent definition
Examples of Omnibus Agent in a sentence
The Borrowers and the Guarantors each hereby further acknowledge and agree that the Lenders, the Credit Agent and the Omnibus Agent reserve all rights, remedies and options under the Facility Documents to require either Borrower to satisfy in all respects the conditions relating to the making of any loan under the Facility Documents and each Obligor to perform all of its obligations under the Facility Documents which are then due and owing or are susceptible of performance, as the case may be.
Until all of the Obligations have been paid in full in cash and all Secured Transactions under the Specified Documents have been terminated, the Omnibus Agent may release Collateral from the security interest granted to the Omnibus Agent pursuant to this Agreement or any other agreement in its sole discretion.
The Lender Agent hereby appoints the Omnibus Agent to hold any Collateral (other than any MSR Collateral or Derivative Collateral) which constitutes Account Collateral, Bailment Collateral or Pledged Property, and the Omnibus Agent hereby accepts such appointment.
RFC hereby represents and warrants to the Lender Agent and the Omnibus Agent that the US Mortgage Loans described in such Mortgage Schedule (the “Loans”) that are being added are Eligible Assets, all conditions precedent to the Loans constituting Approved Additional Collateral have been satisfied and that the addition of the Loans otherwise complies with the terms of the Facility Documents.
The Omnibus Agent shall not be obligated to make any sale of Collateral regardless of notice of sale having been given.
Each Grantor acknowledges that the purpose of this Section is to provide non-exhaustive indications of what actions or omissions by the Omnibus Agent would not be commercially unreasonable in the Omnibus Agent’s exercise of remedies against the Collateral and that other actions or omissions by the Omnibus Agent shall not be deemed commercially unreasonable solely on account of not being specifically referred to in this Section.
Each Secured Party hereby authorizes the Omnibus Agent to take such action on its behalf under the provisions of this Agreement and to exercise such powers and perform such duties as are delegated to the Omnibus Agent hereunder.
Upon the request of the Omnibus Agent, the Grantors agree to deliver or cause to be delivered to the Omnibus Agent, opinions of external and/or in-house counsel for the relevant Grantor, in form and substance reasonably satisfactory to the Omnibus Agent and at the Grantors’ joint and several expense, in connection with any such Joinder Agreement or additional provision of collateral.
In addition, Article XII of the Original Loan Agreement shall survive the execution and delivery of this Agreement with respect to actions or the failure to act by Ally Financial in its capacity as Lender Agent or Omnibus Agent (each as defined therein) and Article XII of the Original Credit Agreement shall survive the execution and delivery of this Agreement with respect to actions or the failure to act by Ally Financial in its capacity as Credit Agent.
RFC hereby requests that the Lender Agent and the Omnibus Agent consent to the addition of such US Mortgage Loans.