Prospect Loan Documents, definition
Examples of Prospect Loan Documents, in a sentence
Manager shall maintain or procure from an Affiliate (as that term is defined in the Prospect Loan Documents), on behalf of Owner, all insurance policies required to be maintained by Owner pursuant to the Master License Agreements and such other insurance policies as Manager shall determine to be necessary or appropriate in accordance with the Operation Standards (“Owner’s Insurance”).
The parties acknowledge and agree that the Company may grant a security interest to the Collateral Agent in all of its rights, title and interests in and to this Agreement to secure the Company’s obligations under the Prospect Loan Documents, and nothing in this Agreement shall preclude the exercise of rights and remedies by the Collateral Agent in accordance with the Prospect Loan Documents.
Owner hereby acknowledges that all of the rights of Manager hereunder have been assigned to Prospect as collateral security for the obligations of Manager under the Prospect Loan Documents and agrees that in the event of a default under the Prospect Loan Documents, and upon notice from Prospect, Prospect or its designee shall, at its option, have the rights of Manager hereunder and Owner shall deal exclusively with Prospect or its designee or assignee, as applicable.
This Agreement may only be amended, modified or supplemented by an agreement in writing signed by each party hereto; provided, however, that prior to the discharge in full of all of the Company’s obligations with respect to the Prospect Loan Documents, this Agreement may not be amended, modified or supplemented in any respect without the prior written consent of the Administrative Agent.
Promptly after the discharge in full of all of the Company’s obligations with respect to the Prospect Loan Documents, the Company and the Service Provider, acting in good faith and a commercially reasonable manner in light of all prevailing facts and circumstances at the time, will negotiate and agree to the fees that are thereafter payable to the Service Provider.
The parties hereto and their respective successors and permitted assigns acknowledge and agree that, prior to the discharge in full of all of the Company’s obligations with respect to the Prospect Loan Documents, the Administrative Agent is a third party beneficiary of Sections 2, 3(b), 5, 12, and 15 hereunder.
Manager hereby appoints Prospect to serve as its representative and agent to act, make decisions, and grant any necessary consents or approvals hereunder with respect to any action required or permitted to be taken by Manager in accordance with the terms of the Prospect Loan Documents or such other actions as Prospect determines to be reasonably necessary or desirable in connection with the Prospect Loan Documents, on behalf of Manager.
Manager will also, subject to compliance with the Prospect Loan Documents, have the authority to enforce, terminate, settle, and compromise disputes under all Digital Cinema Deployment Agreements and Master License Agreements as Manager deems necessary, appropriate or desirable in accordance with the Operation Standards.
Manager shall maintain or procure from an Affiliate (as that term is defined in the Prospect Loan Documents), at its own expense, a commercial crime policy and professional liability insurance policy.
None of the rights, interests, duties, or obligations created by this Agreement may be assigned, transferred, or delegated in whole or in part by Manager or Owner, and any such purported assignment, transfer, or delegation shall be void; provided, however, that Manager may assign this Agreement to Prospect and grant a security interest in its rights and interests hereunder pursuant to the Prospect Loan Documents.