Directing Holders definition

Directing Holders. As defined in Section 3.30(d).

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Directing Holders means Holders representing 100% of the Certificate Principal Balance. If on any matter in which the Trustee requests direction from the Directing Holders the Trustee fails to receive such direction, the Trustee will take no action with respect to the requested matter.

Directing Holders. The Holders of not less than 51% of the Outstanding Principal Amount of the lowest Class of Certificates then Outstanding (or Classes, if more than one Series is Outstanding).

Examples of Directing Holders in a sentence

Any Noteholder Direction provided by any one or more Directing Holders must be accompanied by a Position Representation, which representation, in the case of a Default Direction shall be deemed repeated at all times until the resulting Event of Default is cured or otherwise ceases to exist or the Notes are accelerated.
The Directing Holders shall designate a Person to serve as Special Servicer by delivering to the other Holder (including, to the extent a Note is included in a Securitization, the parties to the related PSA) a written notice stating such designation and by satisfying the other conditions required under the Servicing Agreement (including, without limitation, a Rating Agency Confirmation, if required by the terms of the Servicing Agreement), if any.
In connection with any foreclosure or other acquisition as to which the Special Servicer is not required to act under Instructions from the Directing Holders, the Servicer shall pay the costs and expenses in any such proceedings as an Advance unless the Servicer determines, in its good faith judgment, that such Advance would constitute a Nonrecoverable Advance.
Any Noteholder Direction provided by any one or more Directing Holders must be accompanied by a Position Representation, which representation, in the case of a Noteholder Direction relating to the delivery of a notice of Default shall be deemed a continuing representation until the resulting Event of Default is cured or otherwise ceases to exist or the Notes are accelerated.
For the avoidance of doubt, in connection with any matters relating to eminent domain proceedings, the Trustee will not be obligated to take any action without first receiving adequate direction, indemnification and advances, as necessary, from Directing Holders, such adequacy to be agreed upon by the Trustee and such Directing Holders.

More Definitions of Directing Holders

Directing Holders. Fees and Expenses” means the reasonable and non-duplicative fees and expenses actually incurred by the Directing Holders in connection with directing the Action.

Directing Holders means (a) initially, (i) Cambridge Place Investment Management LLP on behalf of each of CPIM Structured Credit Fund 1500 L.P., CPIM Structured Credit Fund 1000 L.P., and CPIM Structured Credit Fund 20 L.P. and (ii) KBS Park Central, LLC and (b) if any of the Notes are sold, such persons as shall then be agreed upon by the Holders, provided that Servicer shall not be required to accept more than two Directing Holders at any time.

Directing Holders means (a) initially, (i) CBRE and (ii) Column, and (b) if any of the Notes are sold, such persons as shall then be agreed upon by the Holders, provided that Servicer shall not be required to accept more than two Directing Holders at any time.

Directing Holders means, at any time, the holders of Notes which constitute at least (i) 50%, or such greater amount as may be required under the applicable circumstances by the Note Indenture, in principal amount of Senior Secured Notes and (ii) 50%, or such greater amount as may be required under the applicable circumstances by the Discount Note Indenture, in principal amount of Senior Secured Discount Notes and (iii) Required Secured Creditors; provided, however, that for purposes of calculating the percentages set forth in this definition there shall not be counted the principal amount of any Notes (A) for which (and to the extent that) there are at such time on deposit with the Collateral Agent amounts to be applied to the payment of principal of or interest or premium on or with respect thereto, (B) which are owned or held by or on behalf of the Company or any of its Affiliates, or (C) which have been defeased or in respect of which the Company's and each of its subsidiaries' (if applicable) obligations have been terminated in each case pursuant to the provisions of Article Eight of each Indenture. The Trustees acknowledge, on their own behalf and on behalf of the Noteholders, that as a result of this definition, the Collateral Agent may refuse to act unless the requisite percentage of Noteholders of both the Senior Secured Notes and the Senior Secured Discount Notes and the Required Secured Creditors vote consistently.

Directing Holders. Fees and Expenses” means the reasonable and non-duplicative fees and expenses actually incurred by the Directing Holders in connection with directing and/or indemnifying the Trustee to prosecute the Action pursuant to the D&I.

Directing Holders means, as of any date of determination, the Holders of at least seventy-five percent (75%) of the aggregate outstanding principal balance of the 2Q 2012 Notes.

Directing Holders has the meaning stated in Section 5.12(a). Dollars, U.S.$ and $ mean such coin or currency of the United States as, at the time, shall be legal tender for the payment of public or private debts.