The Administrative Agent and the Syndication Agent Clause Samples
This clause defines the roles and responsibilities of the Administrative Agent and the Syndication Agent within a syndicated loan agreement. It typically outlines the authority of the Administrative Agent to act on behalf of the lenders, manage communications, and handle administrative tasks such as disbursements and monitoring compliance, while the Syndication Agent may be responsible for organizing the syndicate of lenders. The core function of this clause is to clarify the division of duties among agents, ensuring efficient loan administration and clear lines of communication between the borrower and the lending group.
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The Administrative Agent and the Syndication Agent. Each of the Lenders and each of the Issuing Banks hereby irrevocably appoints the Administrative Agent as its agent and authorizes the Administrative Agent to take such actions on its behalf, including execution of the other Loan Documents, and to exercise such powers as are delegated to the Administrative Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto. Each of the Lenders and each of the Issuing Banks hereby irrevocably appoints the Syndication Agent as its agent and authorizes the Syndication Agent to take such actions on its behalf, and to exercise such powers as are delegated to the Syndication Agent by the terms of the Loan Documents, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article VIII are solely for the benefit of the Administrative Agent, the Syndication Agent and the Issuing Banks, and no Borrower shall have rights as a third party beneficiary of such provisions. Each of the banks serving as the Administrative Agent and the Syndication Agent hereunder shall have the same rights and powers in their respective capacities as Lenders as any other Lender and may exercise the same as though it were not the Administrative Agent or the Syndication Agent, respectively, and each such bank and its Affiliates may accept deposits from, lend money to and generally engage in any kind of business with Company or any Subsidiary or other Affiliate thereof as if it were not the Administrative Agent or Syndication Agent hereunder without any duty to account therefor to the Lenders. Without limiting the foregoing, none of such Lenders shall have or be deemed to have a fiduciary relationship with any Lender. Neither the Administrative Agent nor the Syndication Agent shall have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) neither the Administrative Agent nor the Syndication Agent shall be subject to any fiduciary or other implied duties, regardless of whether a Default or Event of Default has occurred and is continuing, (b) neither the Administrative Agent nor the Syndication Agent shall have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers of the Administrative Agent expressly contemplated by the Loan Documents that the Administrative Agent is required to exercise in writing as direct...
The Administrative Agent and the Syndication Agent