Controlling Authorized Representative definition
Controlling Authorized Representative as defined in the Equal Priority Intercreditor Agreement.
Controlling Authorized Representative means, with respect to any Common Collateral, (i) until the earlier of (x) the Discharge of Revolving Credit Agreement Obligations and (y) the Non-Controlling Authorized Representative Enforcement Date, the Revolving Credit Facility Agent and (ii) from and after the earlier of (x) the Discharge of Revolving Credit Agreement Obligations and (y) the Non-Controlling Authorized Representative Enforcement Date, the Major Non-Controlling Authorized Representative; provided, in each case, that if there shall occur one or more Non-Controlling Authorized Representative Enforcement Dates, the Applicable Authorized Representative shall be the Authorized Representative that is the Major Non-Controlling Authorized Representative in respect of the most recent Non-Controlling Authorized Representative Enforcement Date.
Controlling Authorized Representative means the Authorized Representative of the Series of Pari Passu Obligations that constitutes the largest Outstanding Amount of all then-outstanding Pari Passu Obligations.
Examples of Controlling Authorized Representative in a sentence
The exculpatory provisions of this Article shall apply to any such sub-agent and to the Affiliates of the Controlling Authorized Representative and any such sub-agent.
The Controlling Authorized Representative and any such sub-agent may perform any and all of its duties and exercise its rights and powers by or through their respective Affiliates.
The Controlling Authorized Representative may perform any and all of its duties and exercise its rights and powers hereunder or under any other First-Priority Collateral Document by or through any one or more sub-agents appointed by the Controlling Authorized Representative.
The Controlling Authorized Representative also may rely upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon.
No Non-Controlling Authorized Representative or Non-Controlling Secured Party will contest, protest or object to any foreclosure proceeding or action brought by the Controlling Authorized Representative or the Controlling Secured Parties or any other exercise by the Controlling Authorized Representative or the Controlling Secured Parties of any rights and remedies relating to the Common Collateral or to cause the Controlling Authorized Representative to do so.
More Definitions of Controlling Authorized Representative
Controlling Authorized Representative means, with respect to any Common Collateral, (i) until the earlier of (x) the Discharge of Credit Agreement Obligations and (y) the Non-Controlling Authorized Representative Enforcement Date, the Intercreditor Agent and (ii) from and after the earlier of (x) the Discharge of Credit Agreement Obligations and (y) the Non-Controlling Authorized Representative Enforcement Date, the Major Non-Controlling Authorized Representative; provided, in each case, that if there shall occur one or more Non-Controlling Authorized Representative Enforcement Dates, the Applicable Authorized Representative shall be the Authorized Representative that is the Major Non-Controlling Authorized Representative in respect of the most recent Non-Controlling Authorized Representative Enforcement Date.
Controlling Authorized Representative means (a) until the earlier to occur of (i) the Discharge of Credit Agreement Obligations and (ii) the occurrence of the Majority Non-Controlling Voting Party Enforcement Date (if any), the Facility Agent and (b) from and after the earlier to occur of (i) Discharge of Credit Agreement Obligations and (ii) the occurrence of the Majority Non-Controlling Voting Party Enforcement Date, the Authorized Representative for the Majority Non-Controlling Voting Parties at such time.
Controlling Authorized Representative has the meaning assigned to such term in the Intercreditor Agreement.
Controlling Authorized Representative means the Authorized Representative of the Series of Loan and Notes Obligations that constitutes the largest outstanding principal amount of any then outstanding Series of Loan and Notes Obligations.
Controlling Authorized Representative means, with respect to any Shared Collateral, (i) prior to the occurrence of the earlier of (x) a Letter of Credit Facility Discharge Event and (y) the Non-Controlling Authorized Representative Enforcement Date, the Senior Tranche Administrative Agent or the Junior Tranche Administrative Agent (to the extent the Junior Tranche Administrative Agent is the controlling agent under the Letter of Credit Facility), and (ii) thereafter, the Collateral Agent.
Controlling Authorized Representative as defined in the Equal Priority Intercreditor Agreement. “Conversion/Continuation Date”: the effective date of a continuation or conversion, as the case may be, as set forth in the applicable Conversion/Continuation Notice. “Conversion/Continuation Notice”: a Conversion/Continuation Notice substantially in the form of Exhibit E-2. “Corresponding Tenor”: with respect to any Available Tenor means, as applicable, either a tenor (including overnight) or an interest payment period having approximately the same length (disregarding business day adjustment) as such Available Tenor. “Covered Entity”: any of the following: (i) a “covered entity” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 252.82(b); (ii) a “covered bank” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 47.3(b); or (iii) a “covered FSI” as that term is defined in, and interpreted in accordance with, 12 C.F.R. § 382.2(b). “Credit Party”: the Administrative Agent, the Collateral Agent, and each Lender. “Customer Contracts”: contracts entered into by the Borrower or any of its Restricted Subsidiaries for the sale, lease and/or other provision of products, goods and services by the Borrower or any such Restricted Subsidiary. “Daily Simple SOFR”: for any day, SOFR, with the conventions for this rate (which may include a lookback) being established by the Administrative Agent in accordance with the conventions for this rate selected or recommended by the Relevant Governmental Body for determining “Daily Simple SOFR” for syndicated business loans; provided that, if the Administrative Agent decides that any such convention is not administratively feasible for the Administrative Agent, then the Administrative Agent may establish another convention in its reasonable discretion. “date of determination”: the applicable date of determination for the specified ratio, amount or percentage. “Debt Service Reserve Account”: as defined in Section 5.14(a). “Debt Service Reserve Amount”: as of any date of determination on and after the Completion Date, an amount equal to the amount of scheduled interest in respect of the Term Loans reasonably anticipated by the Borrower to be due and payable for the next six months (assuming that no Default or Event of Default will occur during such period) based on the reasonable good faith projections of the Borrower. “Debt to Total Capitalization Ratio”: as of any date of determination for the Borrower and the Restricted Sub...
Controlling Authorized Representative means, with respect to any Shared Collateral, (a) until the Controlling Authorized Representative Change Date, the Senior Credit Facilities Collateral Agent and (b) from and after the Controlling Authorized Representative Change Date, the Major Non-Controlling Authorized Representative.