Additional Security Agents. (a) The Security Agent may at any time appoint (and subsequently remove) any person to act as a separate trustee or as a co-trustee jointly with it (i) if it considers that appointment to be in the interests of the Secured Parties, (ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirements, restrictions or conditions which the Security Agent deems to be relevant or (iv) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent and the Facility Agent of that appointment. (b) Any person so appointed shall have the rights, powers and discretions (not exceeding those conferred on the Security Agent by this Agreement) and the duties and obligations that are conferred or imposed by the instrument of appointment. (c) The remuneration that the Security Agent may pay to that person, and any costs and expenses (together with any applicable VAT) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security Agent.
Appears in 2 contracts
Sources: Intercreditor Agreement (Cemex Sab De Cv), Intercreditor Agreement (Cemex Sab De Cv)
Additional Security Agents. Except with respect to the Control Share Pledges:
(a) The the Security Agent may may, in consultation with the Issuer, at any time appoint (and subsequently remove) ), to the extent legally permitted, any person to act as a separate trustee or as a co-trustee jointly with it (i) if it considers that appointment to be in the interests of the Secured Parties, (ii) if it good faith considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iiiii) for the purposes of conforming to any legal requirements, restrictions or conditions which the Security Agent deems to be relevant (acting reasonably) or (iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent Issuer and each of the Facility Agent Agents of that appointment.;
(b) Any any person so appointed shall have the rights, powers and discretions (not exceeding those conferred on the Security Agent by this Agreement) and the duties and obligations that are conferred or imposed by the instrument of appointment.; and
(c) The the remuneration that the Security Agent may pay to that person, and any costs and expenses (together with any applicable VAT) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses reasonably incurred by the Security Agent.
Appears in 2 contracts
Sources: Intercreditor Agreement (Internet Gold Golden Lines LTD), Intercreditor Agreement (B Communications LTD)
Additional Security Agents. (a) The Security Agent may at any time appoint (and subsequently remove) any person to act as a separate trustee or as a co-trustee jointly with it (i) if it considers that appointment to be in the interests of the Secured Parties, (ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirements, restrictions or conditions which the Security Agent deems to be relevant or (iv) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent and the Facility Administrative Agent of that appointment.
(b) Any person so appointed shall have the rights, powers and discretions (not exceeding those conferred on the Security Agent by this Agreement) and the duties and obligations that are conferred or imposed by the instrument of appointment.
(c) The remuneration that the Security Agent may pay to that person, and any costs and expenses (together with any applicable VAT) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security Agent.
Appears in 2 contracts
Sources: Intercreditor Agreement (Cemex Sab De Cv), Intercreditor Agreement (Cemex Sab De Cv)
Additional Security Agents. (a) The Security Agent and Secondary Security Agent may each at any time appoint (and subsequently remove) any person to act as a separate trustee or separate security agent or as a co-trustee or co-security agent jointly with it (i) if it considers that appointment to be in the interests of the Secured Parties, Parties or (ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirements, restrictions or conditions which the Security Agent or Secondary Security Agent (as applicable) deems to be relevant or (iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent Company and the Facility Agent of that appointment.
(b) Any person so appointed shall have the rights, powers and discretions (not exceeding those conferred on the Security Agent or Secondary Security Agent (as applicable) by this Agreement) and the duties and obligations that are conferred or imposed by the instrument of appointment.
(c) The remuneration that the Security Agent or Secondary Security Agent (as applicable) may pay to that person, and any costs and expenses (together with any applicable VATIndirect Tax) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security AgentAgent or Secondary Security Agent (as applicable) for the account of the Company.
Appears in 2 contracts
Sources: Facilities Agreement (StarTek, Inc.), Facilities Agreement (StarTek, Inc.)
Additional Security Agents. (a) The Security Agent may at any time appoint (and subsequently remove) any person to act as a separate trustee or as a co-trustee jointly with it it:
(i) if it considers (acting reasonably) that appointment to be in the interests of the Secured Finance Parties, ;
(ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirementsrequirement, restrictions restriction or conditions condition which the Security Agent Agent, acting reasonably, deems to be relevant or relevant; or
(iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent Borrower and the Facility Agent Lenders of that appointment.
(b) Any person so appointed shall have the rights, powers powers, authorities and discretions (not exceeding those conferred on given to the relevant Security Agent by this Agreementunder or in connection with the Finance Documents) and the duties duties, obligations and obligations responsibilities that are conferred given or imposed by the instrument of appointment.
(c) The remuneration that the Security Agent may pay to that person, and any reasonable costs and expenses (together with any applicable VAT) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security Agent.
Appears in 1 contract
Additional Security Agents. (a) The Security Agent and Secondary Security Agent may each at any time appoint (and subsequently remove) any person to act as a separate trustee or separate security agent or as a co-trustee or co-security agent jointly with it it: (i) if it considers that appointment to be in the interests of the Secured Parties, ; or (ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirements, restrictions or conditions which the Security Agent or Secondary Security Agent (as applicable) deems to be relevant or (iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent Company and the Facility Agent of that appointment.
(b) Any person so appointed shall have the rights, powers and discretions (not exceeding those conferred on the Security Agent or Secondary Security Agent (as applicable) by this Agreement) and the duties and obligations that are conferred or imposed by the instrument of appointment.
(c) The remuneration that the Security Agent or Secondary Security Agent (as applicable) may pay to that person, and any costs and expenses (together with any applicable VATIndirect Tax) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security AgentAgent or Secondary Security Agent (as applicable) for the account of the Company.
Appears in 1 contract
Sources: Facilities Agreement (StarTek, Inc.)
Additional Security Agents. (a) The Security Agent may at any time appoint (and subsequently remove) any person Person to act as a separate trustee or as a co-trustee jointly with it subagent (i) if it considers that such appointment to be in the interests of the Secured Parties, ; or (ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirements, restrictions or conditions which that the Security Agent deems to be relevant relevant; or (iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to the Parent Borrower and the Facility Agent of that such appointment.
(b) Any person Person so appointed shall have the rights, powers and discretions (not exceeding those conferred on the Security Agent by this Agreement) and the duties and obligations that are conferred or imposed by the instrument of appointment.
(c) The Any remuneration that the Security Agent may pay to that personsuch Person, and any costs and expenses (together with any applicable VAT) reasonably incurred by that person such Person in performing its functions pursuant to that such appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security Agent; provided that the Borrower shall only be obligated to pay such remuneration, costs or expenses to the extent it does not result in the Borrower paying any amount in excess of amounts it would be required to pay to the Security Agent under the terms of the Credit Documents.
Appears in 1 contract
Sources: Intercreditor Agreement (Home Inns & Hotels Management Inc.)
Additional Security Agents. (a) The Security Agent may at any time appoint (and subsequently remove) any person to act as a separate trustee or as a co-trustee jointly with it it:
(i) if it reasonably considers that appointment to be in the interests of the Secured Parties, (ii) if it considers that appointment to be in the best interests of the Secured Parties for purposes of which cannot be sufficiently achieved by the execution, performance or enforcement of any Debt Document, Security Agent acting on its own;
(iiiii) for the purposes of conforming to any legal requirementsrequirement, restrictions restriction or conditions which the Security Agent deems to be relevant or condition; or
(iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent shall give prior notice to in advance consult such appointment with the Parent Borrower and the Facility Agent Senior Creditors (for the avoidance of that appointmentdoubt, no consent of the Borrower and the Senior Creditors is required).
(b) Any person so appointed shall have the rights, powers powers, authorities and discretions (not exceeding those conferred on given to the Security Agent by this Agreementunder or in connection with the Debt Documents) and the duties duties, obligations and obligations responsibilities that are conferred given or imposed by the instrument of appointment.
(c) The remuneration that the Security Agent may pay to that person, and any costs and expenses (together with any applicable VAT) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security Agent.
Appears in 1 contract
Sources: Intercreditor Agreement
Additional Security Agents. (a) The Security Agent or the Borrower may at any time appoint (and subsequently remove) any person to act as a separate trustee or as a co-trustee jointly with it it:
(i) if it considers that appointment to be in the interests of the Secured Parties, ;
(ii) if it considers that appointment to be in the interests of the Secured Parties for purposes of the execution, performance or enforcement of any Debt Document, (iii) for the purposes of conforming to any legal requirementsrequirement, restrictions restriction or conditions condition which the Security Agent or the Borrower (as the case may be) deems to be relevant or relevant; or
(iviii) for obtaining or enforcing any judgment in any jurisdiction, and the Security Agent or the Borrower (as the case may be) shall give prior notice to the Parent Borrower or the Security Agent (as applicable in the circumstances of the party making such appointment) and the Facility Agent Finance Parties of that appointment.
(b) Any person so appointed shall have the rights, powers powers, authorities and discretions (not exceeding those conferred on given to the Security Agent by this Agreementunder or in connection with the Finance Documents) and the duties duties, obligations and obligations responsibilities that are conferred given or imposed by the instrument of appointment.
(c) The remuneration that the Security Agent may pay to that person, and any costs and expenses (together with any applicable VAT) reasonably incurred by that person in performing its functions pursuant to that appointment shall, for the purposes of this Agreement, be treated as costs and expenses incurred by the Security Agent.
(d) In no event shall the Security Agent be liable for any actions or omissions of any separate or co-trustee and the Security Agent shall not be responsible for monitoring or supervising any separate or co-trustee.
Appears in 1 contract