Borrower Control Clause Samples
The Borrower Control clause establishes the rights and responsibilities of the borrower in managing or directing certain aspects of the loan or the underlying collateral. Typically, this clause outlines the borrower's authority to make decisions regarding the use, maintenance, or disposition of assets tied to the loan, such as operating a business or managing property. By clearly defining the scope of the borrower's control, the clause helps prevent disputes over decision-making authority and ensures both parties understand the limits and expectations regarding asset management during the loan term.
Borrower Control. Unless and until the Custodian receives written notice from the Agent pursuant to Section 2.3(ii) below instructing the Custodian that the Agent is exercising its right to exclusive control over the Collateral Account, which notice is substantially in the form attached hereto as Exhibit A (a “Notice of Exclusive Control”) and the Custodian has a reasonable time to act thereon, or if all previous Notices of Exclusive Control have been revoked or rescinded in writing by the Agent: (i) the Borrower shall be entitled to exercise all rights with respect to, and to direct the Custodian with respect to, the Collateral Account, provided that the Borrower may not terminate the Collateral Account without the prior written consent of the Agent, and (ii) the Custodian shall have no responsibility or liability to the Agent or any Lender for settling trades of financial assets and cash carried in the Collateral Account at the direction of and in accordance with the instructions of the Borrower given in accordance with the Custodian Agreement, or for complying with entitlement orders from the Borrower concerning the Collateral Account.
Borrower Control. Unless and until the Custodian receives written notice from the Administrative Agent substantially in the form attached hereto as Exhibit A (a “Notice of Exclusive Control”) and the Custodian has a reasonable time to act thereon (but in no event more than one full business day), or if all previous Notices of Exclusive Control have been revoked or rescinded in writing by the Administrative Agent: (i) the Borrower shall be entitled to exercise all rights with respect to, and to direct the Custodian with respect to, the Collateral in the Collateral Account, and (ii) the Custodian shall have no responsibility or liability to the Administrative Agent (or any of the other Secured Parties) for settling trades of financial assets and cash carried in the Collateral Account at the direction of and in accordance with the instructions of the Borrower given in accordance with the Custodian Agreement, or for complying with entitlement orders from the Borrower concerning any Collateral. The Borrower agrees that any costs incurred in connection with the sale or delivery of Collateral shall be solely the responsibility of the Borrower, who agrees to indemnify and hold harmless the Custodian from liability or responsibility for such including, without limitation, buy-ins, fees, or penalties with respect to Collateral that is not U.S. cash or U.S. securities. In addition, with respect to the sale, delivery, holding or transacting of such non-U.S. Collateral, the Borrower agrees to accept Country Risk as defined in the Custodian Agreement.
Borrower Control. Unless and until State Street receives written notice from the Lender pursuant to Section 3.3 below instructing State Street that the Lender is exercising its right to exclusive control over the Collateral Accounts, which notice is substantially in the form attached hereto as Exhibit A (a “Notice of Exclusive Control”), and State Street has a reasonable time to act thereon, or if all previous Notices of Exclusive Control have been revoked or rescinded in writing by the Lender: (i) the Borrower shall be entitled to exercise all of the Borrower’s respective rights with respect to, and to direct State Street with respect to, the Collateral and the Collateral Accounts, and (ii) State Street shall have no responsibility or liability to the Lender for settling trades of financial assets and cash carried in the Collateral Accounts at the direction of and in accordance with the instructions of the Borrower given in accordance with the Custodian Agreement, or for complying with entitlement orders from the Borrower concerning any Collateral. However, in the case of a Sweep Investment, the provisions of this Section are subject to the provisions of Section 3.5.