Agent Indemnitee definition

Agent Indemnitee as defined in Section 9.7.

Agent Indemnitee has the meaning assigned to it in Section 9.03(c).

Agent Indemnitee has the meaning set forth in Section 8.07.

Examples of Agent Indemnitee in a sentence

• Each Secured Related Credit Provider shall indemnify and hold harmless Agent Indemnitees, to the extent not reimbursed by Xxxxxxxxx, against all losses, claims, damages, liabilities or related expenses that may be incurred by or asserted against any Agent Indemnitee in connection with such provider’s Secured Related Credit Obligations.

• In Agent’s discretion, it may reserve for any Claims made against an Agent Indemnitee or Issuing Bank Indemnitee, and may satisfy any judgment, order or settlement relating thereto, from proceeds of Collateral prior to making any distribution of Collateral proceeds to Secured Parties.

• Each Secured Bank Product Provider, by delivery of a notice to Agent of a Bank Product, agrees to be bound by the Loan Documents, including Sections 5.6, 12, 14.3.3 and 14.15, and agrees to indemnify and hold harmless Agent Xxxxxxxxxxx, to the extent not reimbursed by Xxxxxxxx, against all Claims that may be incurred by or asserted against any Agent Indemnitee in connection with such provider’s Secured Bank Product Obligations.

• No Agent Indemnitee shall have any obligation to any Secured Party to ascertain or inquire into the existence of any Default or Event of Default, the observance by any Obligor of any terms of the Loan Documents, or the satisfaction of any conditions precedent contained in any Loan Documents.

• Notwithstanding the foregoing, instructions by and consent of specific parties shall be required to the extent provided in Section 14.1.1. In no event shall Agent be required to take any action that it determines in its discretion is contrary to Applicable Law or any Loan Documents or could subject any Agent Indemnitee to liability.

More Definitions of Agent Indemnitee

Agent Indemnitee shall have the meaning assigned to such term in Section 9.07.

Agent Indemnitee shall have the meaning specified in Section 10.7 hereof.

Agent Indemnitee means the Agent or any of its directors, officers, agents and employees.

Agent Indemnitee has the meaning specified in Section 14.4.4.

Agent Indemnitee has the meaning assigned to it in Section 9.03(c). “ Aggregate Credit Exposure” means, at any time, the aggregate Credit Exposure of all the Lenders at such time. “ Agreement” has the meaning assigned to it in the introductory paragraph of this Agreement. “ Alternate Base Rate” means, for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1%, and (c) the Adjusted LIBOTerm SOFR Rate for a one-month Interest Period onas published two (2) U.S. Government Securities Business Days prior to such day (or if such day is not a U.S. Government Securities Business Day, the immediately preceding U.S. Government Securities Business Day) plus 1%, provided that, for the purpose of this definition, the Adjusted LIBOTerm SOFR Rate for any day shall be based on the LIBO Screen Rate (or if the LIBO Screen Rate is not available for such one month Interest Period, the Interpolated Rate)Term SOFR Reference Rate at approximately 11:00 a.m. London5:00 a.m. Chicago time on such day (or any amended publication time for the Term SOFR Reference Rate, as specified by the CME Term SOFR Administrator in the Term SOFR Reference Rate methodology). Any change in the Alternate Base Rate due to a change in the Prime Rate, the NYFRB Rate or the Adjusted LIBOTerm SOFR Rate shall be effective from and including the effective date of such change in the Prime Rate, the NYFRB Rate or the Adjusted LIBOTerm SOFR Rate, respectively. If the Alternate Base Rate is being used as an alternate rate of interest pursuant to Section 2.14 (for the avoidance of doubt, only until any amendment has become effectivethe Benchmark Replacement has been determined pursuant to Section 2.14(cb)), then the Alternate Base Rate shall be the greater of clauseclauses (a) and (b) above and shall be determined without reference to clause (c) above. For the avoidance of doubt, if the Alternate Base Rate as determined pursuant to the foregoing would be less than 2.00%, such rate shall be deemed to be 2.00% for purposes of this Agreement. “ Ancillary Document” has the meaning assigned to it in Section 9.06(b). “ Anti-Corruption Laws” means all laws, rules, and regulations of any jurisdiction applicable to the Borrower or any of its Subsidiaries from time to time concerning or relating to bribery or corruption. “ Applicable Percentage” means, at any time with respect to any Lender, a percentage equal to a fraction the numerator of which i...

Agent Indemnitee has the meaning assigned to it in Section 10.04(c). “Agreement” shall have the meaning set forth in the preamble. “Alternate Base Rate” means, for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the NYFRB Rate in effect on such day plus ½ of 1% per annum and (c) the Adjusted LIBO Rate for a one month Interest Period on such day (or if such day is not a Business Day, the immediately preceding Business Day) plus 1%. For purposes of clause (c) above, the Adjusted LIBO Rate on any day shall be based on the LIBO Screen Rate (or if the LIBO Screen Rate is not available for such one month Interest Period, the Interpolated Rate) at approximately 11:00 a.m., London time, on such day; provided that if such rate shall be less than 2.00%, such rate shall be deemed to be 2.00%. Any change in the Alternate Base Rate due to a change in the Prime Rate, the NYFRB Rate or the Adjusted LIBO Rate shall be effective from and including the effective date of such change in the Prime Rate, the NYFRB Rate or the Adjusted LIBO Rate, as the case may be. “Anti-Corruption Laws” means all laws, rules, and regulations of any jurisdiction applicable to any Borrower or any of its Subsidiaries from time to time concerning or relating to bribery, corruption or money laundering. “Applicable Parties” has the meaning assigned to it in Section 9.03(c). “Applicable Rate” means, on any day with respect to Base Rate Loans or Eurocurrency Loans, the applicable per annum percentage set forth in the table shown below: Base Rate Loans Eurocurrency Loans 0.750% 1.750% The Applicable Rate shall be applied by the Agent, and such application shall be conclusive absent manifest error. “Appraised Value” means the amount which represents the net percentage of the Cost of the Borrowers’ Inventory realizable in the event of a liquidation of such Inventory determined from a net orderly liquidation value appraisal of such Inventory undertaken from time to time by an independent appraiser satisfactory to the Agent. “Approved Electronic Platform” has the meaning provided therefor in Section 9.03(a). “Approved Fund” means any Person (other than a natural person) that is engaged in making, purchasing, holding or investing in bank loans and similar extensions of credit in the 2

Agent Indemnitee is defined in Section 12.03(c).