The Collateral Manager Sample Clauses
The Collateral Manager. On the Closing Date, the Borrower shall enter into the Collateral Management Agreement, whereby the Borrower shall confirm the appointment of the Collateral Manager as the Borrower’s collateral manager. The servicing, administering and collection of the Borrower Collateral shall be conducted by the Collateral Manager in accordance with this Agreement and the Collateral Management Agreement. Whether or not therein expressly so provided, every provision of this Agreement relating to the conduct or affecting the liability of the Collateral Manager shall be subject to the provisions of the Collateral Management Agreement. The Collateral Manager is performing its services under this Agreement and the Collateral Management Agreement in order to facilitate the closing of the CLO and shall be paid the Senior Collateral Management Fee hereunder and under the Collateral Management Agreement. On the Maturity Date, the Borrower shall pay to the Collateral Manager, pursuant to the terms hereof and of the Collateral Management Agreement, the Senior Collateral Management Fee then due and payable. Notwithstanding anything contained herein to the contrary, the obligations of the Borrower under this Section 10 and the Collateral Management Agreement to pay the Senior Collateral Management Fee to the Borrower shall be payable solely out of the Borrower Collateral and shall remain subordinate to the Borrower’s obligations owing to the Lender under this Agreement.
The Collateral Manager. The Collateral Manager is entitled to conclusively rely upon the information available to it at the time of any exercise of judgment, discretion, determination, redetermination or certification made by it hereunder (which exercise of judgment, discretion, determination, redetermination or certification may be supported as to factual matters by any relevant certificates and other documents necessary or advisable in the judgment of the Collateral Manager) and shall be fully protected in making or exercising, as applicable, such judgment, discretion, determination, redetermination of certification in accordance with the standard of care set forth in the Collateral Management Agreement.
The Collateral Manager. The Issuer hereby appoints the Collateral Manager as its investment adviser and manager with respect to the Warehouse Portfolio and authorizes the Collateral Manager to perform such services and take such actions on its behalf as are contemplated hereby. Accordingly, the Collateral Manager accepts such appointment and shall provide the Issuer with the following services:
The Collateral Manager the Borrower and the Collateral Agent shall provide to the Administrative Agent access to documentation in the possession of such Persons regarding the Collateral including in such cases where the Administrative Agent may direct the Collateral Agent in connection with the enforcement of the rights or interests of the Collateral Agent hereunder, or by applicable statutes or regulations, to review such documentation, such access being afforded without charge but only (i) upon two (2) Business Days’ prior written request, (ii) during normal business hours and (iii) subject to the Collateral Manager’s, the Borrower’s and Collateral Agent’s normal security and confidentiality procedures. Periodically, at the discretion of the Administrative Agent, the Administrative Agent may review the Collateral Manager’s collection and administration of the Collateral in order to assess compliance by the Collateral Manager with Article VI and may conduct an audit of the Collateral in conjunction with such a review. Such review shall be reasonable in scope and shall be completed in a reasonable period of time.
The Collateral Manager. MSD INVESTMENT CORP. THE ADMINISTRATIVE AGENT: CITIZENS BANK, N.A. LENDER: CITIZENS BANK, N.A. LENDER: TEXAS CAPITAL BANK LENDER: EVERBANK, N.A. SWINGLINE LENDER: CITIZENS BANK, N.A. THE COLLATERAL AGENT: U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION THE ACCOUNT BANK: U.S. BANK NATIONAL ASSOCIATION
The Collateral Manager the Borrower and the Collateral Custodian shall, at the Borrower’s expense, provide to the Administrative Agent access to the Underlying Instruments and all other documentation regarding the Collateral including in such cases where the Administrative Agent is required in connection with the enforcement of the rights or interests of the Secured Parties, or by applicable statutes or regulations, to review such documentation, such access being afforded without charge but only (i) upon two (2) Business Days’ prior written request, (ii) during normal business hours and (iii) subject to the Collateral Manager’s and Collateral Custodian’s normal security and confidentiality procedures; provided that the Administrative Agent may, and shall upon request of any Lender, permit each Lender to be included on any such review, and shall use commercially reasonable efforts to schedule any review on a day when Lenders desiring to participate in such review may be included. From time to time at the discretion of the Administrative Agent, the Administrative Agent may review the Collateral Manager’s collection and administration of the Collateral in order to assess compliance by the Collateral Manager with ARTICLE VI and may conduct an audit of the Collateral, andthe Underlying Instruments, and the information contained in the Borrower Base Certificates and Payment Date Reports in conjunction with such a review. Such review shall be reasonable in scope and shall be completed in a reasonable period of time. The fees and expenses of the Collateral Custodian incurred under this Section 7.10 shall be borne by the Borrower; provided that so long as no Event of Default has occurred and is continuing, the Borrower shall be responsible for all costs and expenses for only one such visit per fiscal year.