Directing Agent definition

Directing Agent means Citibank, N.A. prior to the Merger Date, or ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Senior Funding, Inc., as of and after the Merger Date, as the agent for the Collateral Agent under the Senior Credit Facilities Documents, the Collateral Agent under the Collateral Documents relating to the Existing Secured Notes, the Collateral Agent and each additional Authorized Representative (as defined in the Intercreditor Agreement) from time to time party to the Intercreditor Agreement, and any successor thereof or replacement agent appointed in accordance with the terms of the Intercreditor Agreement.

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Directing Agent has the meaning assigned to such term in the introductory paragraph.

Directing Agent means Citibank, N.A., as the agent for the collateral agents under the Senior Credit Facilities Documents, the collateral agent

Examples of Directing Agent in a sentence

Each Secured Party acknowledges that it has, independently and without reliance upon the Directing Agent, any Authorized Representative or any Secured Party or any of their Affiliates and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement and the other First Lien Debt Documents.
Except for a change to December 31, the Borrower shall not change its fiscal year without the prior written consent of the Directing Agent, such consent not to be unreasonably withheld.
The foregoing shall not be construed to limit the rights and priorities of any Secured Party, the Directing Agent or any Authorized Representative with respect to any Collateral not constituting Shared Collateral.
Upon the acceptance of a successor’s appointment as Directing Agent hereunder and under the Collateral Documents, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Directing Agent, and the retiring Directing Agent shall be discharged from all of its duties and obligations hereunder or under the other Collateral Documents (if not already discharged therefrom as provided above in this Section 4.06).
The Directing Agent 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.
The Servicer shall not make any material change or modification to the Credit and Collection Policies without the prior written consent of the Directing Agent, and the Class B Agent (if not the Directing Agent) not to be unreasonably withheld or delayed.
The Directing Agent shall not have any duties or obligations except those expressly set forth herein and in the other Collateral Documents.
The exculpatory provisions of this Article shall apply to any such sub-agent and to the Affiliates of the Directing Agent and any such sub-agent.
The Directing Agent and each Authorized Representative may rely conclusively, and shall be fully protected in so relying, on any determination made by it in accordance with the provisions of the preceding sentence (or as otherwise directed by a court of competent jurisdiction) and shall have no liability to any Grantor, any Secured Party or any other person as a result of any such determination.
Notwithstanding the equal priority of the Liens of the Representatives, the Directing Agent may deal with the Shared Collateral as if the Applicable Authorized Representative had a senior Lien on such Shared Collateral.

More Definitions of Directing Agent

Directing Agent means Citibank, N.A. prior to the Merger Date, or Morgan Stanley Senior Funding, Inc., as of and after the Merger Date, as the agent for the Collateral Agent under the Senior Credit Facilities Documents, the Collateral Agent under the Collateral Documents relating to the Existing Secured Notes, the Collateral Agent and each additional Authorized Representative (as defined in the Intercreditor Agreement) from time to time party to the Intercreditor Agreement, and any successor thereof or replacement agent appointed in accordance with the terms of the Intercreditor Agreement.

Directing Agent means (i) before the Total Utilization of Class A Revolving Maximum Amount have been satisfied in full in Cash (whether satisfied by the Borrower, the Class B Agent, any Class B Lender, or any other Person) and the Class A Revolving Maximum Amount has been terminated, the Facility Agent, and (ii) after the Total Utilization of Class A Revolving Maximum Amount has been satisfied in full in Cash (whether satisfied by the Borrower, the Class B Agent, any Class B Lender, or any other Person) and the Class A Revolving Maximum Amount has been terminated, the Class B Agent; provided that, during any enforcement proceedings commenced by the Collateral Agent upon the instruction of the Facility Agent, the Collateral Agent shall keep the Class B Agent fully informed of all such enforcement proceedings. “Discount Option Collections” means on any day occurring on or after the initial Discount Option Date, the product of (i) the Discount Option Percentage and (ii) Collections of all Receivables that are Principal Receivables or would otherwise be Principal Receivables received on such day. “Discount Option Date” means each date on which a Discount Option Percentage designated by the Seller pursuant to Section 2.19 takes effect. “Discount Option Percentage” has the meaning specified in subsection 2.19(a). “Discount Option Receivables” has the meaning specified in subsection 2.19(a). “Distribution Date” means the fourth (4th) Business Day of each calendar week. “Dollars” and the sign “$” mean the lawful money of Canada. “Early Amortization Event” means the occurrence of any of the following events:

Directing Agent means (i) before the Total Utilization of Class A Revolving Maximum Amount have been satisfied in full in Cash (whether satisfied by the Borrower, the Class B Agent, any Class B