Notes Collateral Agents definition

Notes Collateral Agents means BNY Mellon, The Bank of New York Mellon, London Branch, The Bank of New York Mellon, Hong Kong Branch, BTA Institutional Services Australia Limited, BNY Mellon Corporate Trustee Services Limited and TMF (together with those persons who become respective notes collateral agents pursuant to the terms of this Indenture), acting severally and not jointly. TMF may perform its duties and exercise its rights and powers hereunder and under the applicable Collateral Documents by or through any TMF Sub-Agent, and, accordingly, whenever reference herein is made to the Note Collateral Agents (and/or in singular form, to a or the “Notes Collateral Agent”), such reference shall be deemed to include the TMF Sub-Agents, to the extent applicable.

Notes Collateral Agents means, collectively, the US Collateral Agent and the UK Collateral Agent and any other collateral agent that accedes to the Intercreditor Agreement as co-collateral agent or additional or separate collateral agent with respect to all or any portion of the Collateral, and any successor to any such other collateral agent.

Notes Collateral Agents means such successor collateral agent, and the retiring Notes Collateral Agent’s appointment, powers and duties as a Notes Collateral Agent shall be terminated. After the retiring Notes Collateral Agent’s resignation hereunder, the provisions of this Section 12.8 (and Section 7.7) shall continue to inure to its benefit and the retiring Notes Collateral Agent shall not by reason of such resignation be deemed to be released from liability as to any actions taken or omitted to be taken by it while it was a Notes Collateral Agent under this Indenture.

Examples of Notes Collateral Agents in a sentence

• Without limiting the generality of the foregoing sentence, the use of the term “agent” in this Indenture with reference to the Notes Collateral Agents is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law.

• It is hereby expressly acknowledged and agreed that, in doing so, the Trustee and the Notes Collateral Agents are (a) expressly authorized to make the representations attributed to Holders in any such agreements and (b) not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose.

• Each Notes Collateral Agent shall be entitled to the compensation and indemnification set forth in Section 7.07 hereof (with the references to the Trustee therein being deemed to refer to the Notes Collateral Agents and references to this Indenture therein being deemed to refer to this Indenture and the Security Documents) and subject to Section 12.01(e) hereof.

• The Trustee and the Company hereby acknowledge and agree that the Notes Collateral Agents hold the Collateral in trust for the benefit of the Holders and the Trustee and pursuant to the terms of this Indenture, the Collateral Documents and the First Lien Intercreditor Agreement.

• The Company shall not, and shall not cause or permit any Guarantor to, incur any Secured Debt unless (1) such Secured Debt is secured by a Lien (the “Initial Lien”) that expressly ranks junior to the first-priority security interests intended to be created in favor of the Notes Collateral Agents for the benefit of the Indenture Secured Parties pursuant to the Security Documents and the Intercreditor Agreement or (2) such Initial Lien is a Permitted Lien.

More Definitions of Notes Collateral Agents

Notes Collateral Agents means the Initial Notes Collateral Agent and each Additional Notes Collateral Agent.

Notes Collateral Agents means BNY Mellon, The Bank of New York Mellon, London Branch, The Bank of New York Mellon, Singapore Branch, BTA Institutional Services Australia Limited, BNY Mellon Corporate Trustee Services Limited and LSC (together with those persons who become respective notes collateral agents pursuant to the terms of this Indenture), acting severally and not jointly; LSC may perform its duties and exercise its rights and powers hereunder and under the Collateral Documents by or through one or more of its Subsidiaries or Affiliates acting as its sub-agent or directly as collateral agent thereunder, as the case may be, for any or all of such purposes (collectively, the “LSC Sub-Agents”) and, accordingly, whenever reference is made to the Note Collateral Agents (and/or in singular form, to a or the “Notes Collateral Agent”), such reference shall be deemed to include the LSC Sub-Agents, if and to the extent applicable.

Notes Collateral Agents means such successor collateral agent, and the retiring Notes Collateral Agent’s appointment, powers and duties as a Notes Collateral Agent shall be terminated. After the retiring Notes Collateral Agent’s resignation hereunder, such Notes Collateral Agent shall be fully and immediately discharged of all responsibilities under this Indenture and the Security Documents to which it is party, provided that the provisions of this Section 1408 (and Section 607) shall continue to inure to its benefit and the retiring Notes Collateral Agent shall not by reason of such resignation be deemed to be released from liability as to any actions taken or omitted to be taken by it while it was a Notes Collateral Agent under this Indenture.

Notes Collateral Agents the collective reference to each “collateral agent” under each Indenture.

Notes Collateral Agents means, collectively, the US Collateral Agent and the UK Collateral Agent and any other collateral agent that accedes to the Intercreditor Agreement as co-collateral agent or additional or separate collateral agent with respect to all or any portion of the Collateral, and any successor to any such other collateral agent. “Notes Obligations” means all Obligations with respect to the Notes pursuant to the Notes, this Indenture, the Security Documents and the Intercreditor Agreement. “Obligations” means all obligations for principal, premium, interest, penalties, fees, indemnifications, reimbursements, damages and other liabilities payable under the documentation governing any Indebtedness. “Officer” means, with respect to any Person (other than the Trustee), the Chairman of the Board, the Chief Executive Officer, the President, the Chief Operating Officer, the Chief Financial Officer, the Treasurer, any Assistant Treasurer, the Controller, the Secretary or any Vice-President of such Person. “Officers’ Certificate” means a certificate signed by two Officers of the Company, one of whom must be the principal executive officer, the principal financial officer, 19

Notes Collateral Agents means BNY Mellon, The Bank of New York Mellon, London Branch, BTA Institutional Services Australia Limited, BNY Mellon Corporate Trustee Services Limited and LSC (together with those persons who become respective notes collateral agents pursuant to the terms of this Indenture), acting severally and not jointly; LSC may perform its duties and exercise its rights and powers hereunder and under the applicable Collateral Documents by or through any LSC Sub-Agent, and, accordingly, whenever reference herein is made to the Note Collateral Agents (and/or in singular form, to a or the “Notes Collateral Agent”), such reference shall be deemed to include the LSC Sub-Agents, to the extent applicable.

Notes Collateral Agents means BNY Mellon, The Bank of New York Mellon, London Branch, BTA Institutional Services Australia Limited, BNY Mellon Corporate Trustee Services Limited and TMF (together with those persons who become respective notes collateral agents pursuant to the terms of this Indenture), acting severally and not jointly; TMF may perform its duties and exercise its rights and powers hereunder and under the applicable Collateral Documents by or through any TMF Sub-Agent, and, accordingly, whenever reference herein is made to the Note Collateral Agents (and/or in singular form, to a or the “Notes Collateral Agent”), such reference shall be deemed to include the TMF Sub-Agents, to the extent applicable.