Direction Letters Clause Samples

Direction Letters. So long as (i) “cause” (as defined in any of Sections 12(b)(i)-(v) or (viii) of the G▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇) does not exist, and (ii) there has not been a default in the payment of principal on the Class A Notes (as defined in the Gramercy 2006 CDO Indenture) when the same becomes due and payable, and (iii) the Class A/B Par Value (as defined in the Gramercy 2006 CDO Indenture) is greater than 75% on any Measurement Date (as defined in the Gramercy 2006 CDO Indenture), and (iv) no Resignation Event has occurred, following the occurrence of an event described in Section 12(b)(vi) and/or 12(b)(vii) of the Gramercy 2006 CDO CMA and if directed to do so in writing by CWCapital, ************ shall, and shall cause its Affiliates, if applicable, to (i) send a letter in the form attached hereto as Exhibit A to any counterparty to a swap agreement (collectively, the “Gramercy 2006 CDO Swaps”) pursuant to which ************ or any of its Affiliates provides credit protection on a note issued as part of the Gramercy 2006 CDO and (ii) subject to any and all confidentiality obligations of ************ notify W▇▇▇▇ Fargo Bank, N.A. that ************ has not directed the counterparties to the Gramercy 2006 CDO Swaps to remove CWCapital as the collateral manager of the Gramercy 2006 CDO; provided that, on and after June 16, 2016, this section shall cease to be of any further force and effect and ************ shall have no further obligations under this Section 4(A).

Direction Letters. In any event and at any time, the Escrow Agent will promptly upon receipt of one or more Direction Letters disburse the Escrow Fund in accordance with the terms and conditions of the Direction Letters. As used in this Agreement, a “Direction Letter” means a joint letter of direction executed by Buyer and Seller and delivered to the Escrow Agent.

Direction Letters. The Agents shall have received copies of notices satisfactory to the Agents duly executed and delivered by each applicable Borrower or Subsidiary with respect to each Bank Account listed in Item 6.30 of the Disclosure Schedule to each Direction Bank advising such Direction Bank of the existence of this Agreement, and the Agents and their counsel shall be otherwise satisfied that each Direction Letter sent pursuant to the terms of the Existing Credit Agreement shall continue to be in full force and effect as of the Closing Date and are sufficient for the purposes hereof.

Direction Letters. Borrower (on behalf of itself and each other Credit Party) hereby irrevocably appoints Collateral Agent as its attorney-in-fact (and such appointment shall be deemed to be coupled with an interest until the Termination Date) to address any Direction Letter or letter-in-lieu of division order executed by any Credit Party it may hold and, upon the occurrence of an Event of Default, deliver or have delivered any such letter to any Person purchasing Hydrocarbons from the Oil and Gas Properties of any Credit Party that is not then directing payment for such Hydrocarbons to a Controlled Account.

Direction Letters. The Direction Letters, duly executed by CCFL or the applicable collateral manager under the applicable Dekania Collateral Management Agreements;

Direction Letters. The Agent shall have received the Direction Letters (as executed only by one or more of the Borrowers) for each purchaser of production set forth on Schedule 3.1(p) attached hereto;

Direction Letters. Upon Borrower's request, at any time or from time to time, Bank shall execute such direction letters to the custodian of the Pledged Account, authorizing the custodian to release or pay dividends paid with respect to the Shares and held in the Pledged Account pursuant to Borrower's instructions.

Direction Letters. Prior to accepting any directions or instructions from the Fund with respect to any Sub-Account, or otherwise herein, such Fund agrees to provide BNYM with such incumbency certificates, investment direction letters and other documentation as BNYM deems reasonably necessary or appropriate (the “Direction Letter”).

Direction Letters. The Administrative Agent shall have received Direction Letters addressed to all Persons that owe or are expected to owe Cash Receipts to any Note Party, executed by the applicable Note Party.