Enforcement through Security Agent only Clause Samples
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Enforcement through Security Agent only. The Secured Parties shall not have any independent power to enforce, or have recourse to, any of the Transaction Security or to exercise any right, power, authority or discretion arising under the Security Documents except through the Security Agent.
Enforcement through Security Agent only. The Finance Parties have no independent power to enforce, and no recourse to, any of the Security Documents or to exercise any right, power, authority or discretion arising under the Security Documents except through the Security Agent.
Enforcement through Security Agent only. (a) The Secured Parties shall not have any independent power to enforce, or have recourse to, any of the Transaction Security or to exercise any right, power, authority or discretion arising under the Transaction Security Documents except through the Security Agent. Notwithstanding the foregoing, nothing in this Agreement shall restrict or prevent any Primary Creditor (as defined in the Intercreditor Agreement) from:
(i) the taking of any action which is necessary (but only to the extent necessary) to preserve the validity, existence or priority of claims in respect of any of the Liabilities (as defined in the Intercreditor Agreement), including the registration of such claims before any court or governmental authority and the bringing, supporting or joining of proceedings to prevent any loss of the right to bring, support or join proceedings by reason of applicable limitation periods; or
(ii) (subject to Clause 4.7 (Provisions Related to U.S. Insolvency Proceedings)) proposing, initiating, or taking any step to support or continue, any winding-up, liquidation, reorganisation, administration, bankruptcy, dissolution, receivership, administrative receivership or judicial management, or other similar or analogous proceedings in respect of any Debtor or any member of the Group (as defined in the Intercreditor Agreement) (collectively "Insolvency Proceedings"), which Insolvency Proceedings such Primary Creditor would be entitled to propose, initiate or take steps to support or continue had it (or any Senior Liabilities (as defined in the Intercreditor Agreement) owing to it) not been secured by any Transaction Security, provided that no Primary Creditor shall propose, initiate, or take any step to support or continue any Insolvency Proceedings (including a scheme of arrangement or similar plan or arrangement) that is inconsistent with the priorities set forth in, or that violates any provision of, this Agreement (provided further that, for the avoidance of doubt, a scheme of arrangement or similar plan or arrangement (which does not seek to vary the priorities with respect to any Transaction Security or the sharing or distribution of proceeds of any Transaction Security contemplated in this Agreement) shall not be deemed to violate any provision of this Agreement solely by virtue of such scheme, plan or arrangement involving any compromise of (by way of reduction in the amount of) Secured Obligations, provided further that nothing herein shall oblige any Prima...
Enforcement through Security Agent only. The Secured Parties shall not have any independent power to enforce, or have recourse to, any of the Transaction Security or to exercise any right, power, authority or discretion arising under the Transaction Security Documents except through the Security Agent. If any Secured Party (other than the Security Agent) is a party to any of the Spanish Pledges it shall promptly upon being requested by the Facility Agent to do so grant a power of attorney or other sufficient authority to the Security Agent to enable the Security Agent to exercise any rights, discretions or powers or to grant any consents or releases under such Spanish Pledges.
Enforcement through Security Agent only. The Creditor Parties shall not have any independent power to enforce, or have recourse to, any of the Transaction Security or to exercise any right, power, authority or discretion arising under the Security Documents except through the Security Agent.
Enforcement through Security Agent only. Subject to Clause 7.6 (Disruption), the Finance Parties shall not, in relation to the Facility, have any independent power to enforce, or have recourse to, any of the Transaction Security for the Facility or to exercise any right, power, authority or discretion arising under the Transaction Security Documents for the Facility except through the Security Agent for the Facility.
Enforcement through Security Agent only. (a) The Secured Parties shall not have any independent power to enforce, or have recourse to, any of the Transaction Security or to exercise any right, power, authority or discretion arising under the Transaction Security Documents except through the Security Agent.
(b) Each other Secured Party shall immediately upon request provide the Security Agent with any such documents, including a written power of attorney (in form and substance satisfactory to the Security Agent) that the Security Agent deems necessary for the purpose of carrying out its duties under any of the Finance Documents. The Security Agent is under no obligation to represent a Party which does not comply with such request.
Enforcement through Security Agent only. (a) The other Finance Parties shall not have any independent power to enforce, or have recourse to, any of the Transaction Security or to exercise any right, power, authority or discretion arising or to grant any consents or releases under the Security Documents except through the Security Agent or as required and permitted by this clause 35.4.
(b) Where a Finance Party (other than the Security Agent) is a party to a Security Document that Finance Party shall:
(i) promptly take such action as the Security Agent may reasonably require (acting on the instructions of the Agent) to enforce, or have recourse to, any of the Transaction Security constituted by such Security Document or, for such purposes, to exercise any right, power, authority or discretion arising or to grant any consents or releases under such Security Document or (subject to clause 45.5 (Releases)) to release, reassign and/or discharge any such Transaction Security or any guarantee or other obligations under any such Security Document; and
(ii) not take any such action except as so required or (in the case of a release) for a release which is expressly permitted or required by the Finance Documents.
(c) Each Finance Party (other than the Security Agent) which is party to a Security Document shall, promptly upon being requested by the Security Agent (acting on the instructions of the Agent) to do so, grant a power of attorney or other sufficient authority to the Security Agent or its legal advisers to enable the Security Agent or such legal advisers to enforce or have recourse in the name of such Finance Party to the relevant Transaction Security constituted by such Security Document or to exercise any such right, power, authority or discretion or to grant any such consent or release under such Security Document or to release, reassign and/or discharge any such Transaction Security on behalf of such Finance Party.
Enforcement through Security Agent only. New 2025 Notes Security
Enforcement through Security Agent only. Spanish Security Documents and Uruguayan Security Documents 25 10. Non-Cash Recoveries 27 11. Application of Proceeds 29 12. The Security Agent 33 13. Changes to the Parties 46 14. Costs and Expenses 48 15. Other Indemnities 49 16. Information 50 17. Notices 50 18. Preservation 53 19. Consents, Amendments and Override 54 20. Contractual recognition of bail-in 56 21. Counterparts 58 22. Governing Law 58 23. Enforcement 58 Form of Debtor Accession Deed 61 Form of Notes Agent Accession Undertaking 64 Signatures 65 Between:
(1) GLAS Trust Corporation Limited, a limited liability company incorporated under the laws of England and Wales having its registered address as ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (in its capacity as security agent on behalf of the New 2025 Noteholders, the Existing 2025 Noteholders and the Junior Noteholders, the “Security Agent);
(2) GLAS Trust Company LLC, a limited liability company incorporated under the laws of the United States of America, having its registered address as Suite ▇▇▇, ▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, ▇▇▇ (the “Existing 2025 Notes Agent");
(3) GLAS Trust Company LLC, a limited liability company incorporated under the laws of the United States of America, having its registered address as Suite ▇▇▇, ▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, ▇▇▇ (the “New 2025 Notes Agent”);
(4) GLAS Trust Company LLC, a limited liability company incorporated under the laws of the United States of America, having its registered address as Suite ▇▇▇, ▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, ▇▇▇ (the “Junior Notes Agent”);
(5) Atento Luxco 1, a public limited liability company (société anonyme) incorporated and existing under the laws of the Grand Duchy of Luxembourg, with its registered office at ▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, L-1282 Luxembourg, registered with the Luxembourg Register of Commerce and Companies (R.C.S. Luxembourg) under number B170329 (the “Company”);
