Lender Agent Sample Clauses

Lender Agent. Each of the Security Agent and the Joint & Several Creditor shall be entitled to assume that each Lender is a Lender unless notified by the Facility Agent to the contrary.

Lender Agent. Each Lender hereby appoints and authorizes ▇▇▇▇, LLC (“Lender Agent”) to take such action as agent on its behalf and to exercise such powers and perform such duties under the Loan Documents as are delegated to Lender Agent by the terms thereof, together with such powers as are reasonably incidental thereto. The duties and obligations of Lender Agent are strictly limited to those expressly provided for herein, and any additional duties and obligations expressly agreed upon by Lender Agent and the Majority Holders, and no implied covenants, functions, responsibilities, duties, obligations or liabilities shall be read into this Agreement or otherwise exist against Lender Agent. Nothing in this Agreement shall, or shall be construed to, constitute Lender Agent a trustee or fiduciary for any Lender. In performing its functions and duties hereunder, Lender Agent shall act solely as the agent of the Lenders and does not assume and shall not be deemed to have assumed any obligation towards or relationship of agency or trust with or for the Company. Notwithstanding anything to the contrary contained herein, Lender Agent shall not be required to take any action which is contrary to this Agreement or applicable law. (a) The duties and obligations of Lender Agent hereunder shall consist of (i) exercising or refraining from exercising any rights, remedies or powers of the Lenders under the Loan Documents or under applicable law in respect of the Notes; (ii) making any demands or giving any notices under the Loan Documents; (iii) effecting amendments to and granting waivers under the Loan Documents; (iv) distributing payments to the Lenders of amounts paid to it by the Company under any Loan Documents; and (v) engaging and replacing (in consultation with the Lenders and with the prior approval of the Majority Holders), instructing and remunerating on behalf of the Lenders all consultants, experts and other persons to be engaged by the Lenders, including legal counsel for the Lenders, in each case in accordance with the instructions of the Majority Holders. (b) Neither Lender Agent nor any of its partners, managing members, affiliated funds, employees, counsel and other advisors or agents shall be responsible to any Lender for any action taken or omitted to be taken by it or them hereunder or in connection herewith, except for its or their own gross negligence or willful misconduct.

Lender Agent