Lender as Agent Clause Samples

Lender as Agent. Debtor hereby agrees as follows: (a) Upon the occurrence and during the continuation of a Event of Default (which includes a default under the Service Agreement), Lender shall be irrevocably appointed agent and attorney-in-fact as to performance by Debtor of its obligations under the Service Agreement, and as to the enforcement of Debtor’s rights and remedies under the Service Agreement; (b) All reasonable costs, expenses and liabilities incurred and payments made by ▇▇▇▇▇▇ as agent and attorney-in-fact shall be considered a loan by Lender to Debtor which shall be repayable on demand and which shall bear interest at the Maturity Rate (as defined in the Note referred to in the Loan Agreement); (c) Regarding the existence of any Event of Default for purposes of this Assignment, ▇▇▇▇▇▇ agrees that the Counterparty may rely upon written certifications from Lender that such an Event of Default exists; and (d) Notwithstanding the foregoing, Lender shall have no obligation whatsoever to perform any of Debtor’s obligations under the Service Agreement.

Lender as Agent. Lender is acting solely as agent of Borrower in taking any actions in connection with the Property. Lender assumes no liability in any other capacity. Lender shall not be obligated to perform any obligation or duty, or discharge any liability under any of the Leases under or by reason of this Assignment.

Lender as Agent. Notwithstanding each Lender's unrestricted right to assign all or any portion of its rights and obligations hereunder, as set forth in paragraph 10.8 above, so long as any Obligations under this Agreement remain outstanding, Lender shall continue to administer the Loans, for itself or for its assigns, pursuant to the terms set forth herein, Borrower shall continue to repay all amounts advanced and outstanding hereunder to Lender in accordance with the provisions set forth in Section 1.4 hereof and any notices given under this Agreement shall continue to be given to Lender in accordance with Section 10.11 hereof.

Lender as Agent. Borrower acknowledges, that Lender, as agent for itself and any Assignees, shall have the sole and exclusive authority to execute and perform this Agreement and each other Loan Document on behalf of itself, as Lender, and as agent for itself and the Assignees. Except as otherwise provided herein, Borrower shall have no obligation to recognize or take any action or to deal directly with any Assignee, and no Assignee shall have any right to take any action or to deal directly with Borrower with respect to the rights, benefits and obligations of Borrower under this Agreement, the other Loan Documents or any one or more documents or instruments in respect thereof. Borrower may rely conclusively on the actions of Lender as agent to bind Lender and the Assignees, notwithstanding that the particular action in question may, pursuant to this Agreement or any other agreement, be subject to the consent or direction of any Assignee or any Co-Agent appointed pursuant to the succeeding paragraph.

Lender as Agent. For greater certainty, the Lender is acting as agent for itself and the Participant, who are both lenders pursuant to this Agreement. The actions of the Lender, in such capacity as agent, are governed by the terms of a Loan Administration Agreement dated as of the date hereof, between the Lender and the Participant, which may be amended from time to time.

Lender as Agent. Borrower acknowledges, that Lender, as agent for itself and any Assignees and Participants, shall have the sole and exclusive authority to execute and perform this Agreement and each other Loan Document on behalf of itself, as Lender, and as agent for itself and the Assignees and Participants; it being the intention and agreement of the parties hereto that at all times during the term of the Loan, Lender shall be solely responsible for the administration and performance of all Loan Documents notwithstanding any such sale or assignment; provided, however, that Lender shall have the right at any time to withdraw as Agent. Except as otherwise provided in this Article 9, Borrower shall have no obligation to recognize or take any action or to deal directly with any Assignee or Participant, and no Assignee or Participant shall have any right to take any action or to deal directly with Borrower with respect to the rights, benefits and obligations of Borrower under this Agreement, the other Loan Documents or any one or more documents or instruments in respect thereof. Borrower may rely conclusively on the actions of Lender as agent to bind Lender, the Assignees and the Participants, notwithstanding that the particular action in question may, pursuant to this Agreement or any other agreement, be subject to the consent or direction of any Assignee or Participant. Notwithstanding the foregoing, Lender shall be permitted at any time to sell its interest in the Loan and have no obligation to act as the servicer of the Loan following its sale.