Secured Notes Collateral definition
Examples of Secured Notes Collateral in a sentence
The Secured Notes Collateral Agent shall not be responsible for the negligence or misconduct of any receiver, agent, employee, attorney-in-fact or Related Person that it selects as long as such selection was made in good faith and with due care.
Without limiting the generality of the foregoing sentence, the use of the term “agent” in this Indenture with reference to the Secured Notes Collateral Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law.
Whether or not so expressly stated therein, in entering into, or taking (or forbearing from) any action under, the Intercreditor Agreements or any other Notes Collateral Documents, the Trustee and the Secured Notes Collateral Agent each shall have all of the rights, privileges, benefits, immunities, indemnities and other protections granted to it under this Indenture (in addition to those that may be granted to it under the terms of such other agreement or agreements).
The Secured Notes Collateral Agent shall in all cases be fully protected in acting, or in refraining from acting, under this Indenture, the Notes Collateral Documents or the Intercreditor Agreements in accordance with a request, direction, instruction or consent of the Trustee or the Holders of a majority in aggregate principal amount of the then outstanding Notes and such request and any action taken or failure to act pursuant thereto shall be binding upon all of the Holders.
The Holders of a majority in aggregate principal amount of the outstanding Notes may direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or the Secured Notes Collateral Agent or of exercising any trust or power conferred on the Trustee or the Secured Notes Collateral Agent.
The Trustee and Secured Notes Collateral Agent shall have no duty to ascertain or inquire as to the performance or observance of any of the terms of this Indenture or the Intercreditor Agreements.
The Secured Notes Collateral Agent shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, debenture, or other paper or document.
The Secured Notes Collateral Agent agrees to act as such on the express conditions contained in this Section 12.7. Each Holder agrees that any action taken by the Secured Notes Collateral Agent in accordance with the provisions of this Indenture, the Intercreditor Agreements and the Notes Collateral Documents, and the exercise by the Secured Notes Collateral Agent of any rights or remedies set forth herein and therein shall be authorized and binding upon all Holders.
It is hereby expressly acknowledged and agreed that, in doing so, the Trustee and the Secured Notes Collateral Agent are not responsible for the terms or contents of such agreements, or for the validity or enforceability thereof, or the sufficiency thereof for any purpose.
Prior to taking any such action hereunder, the Trustee or the Secured Notes Collateral Agent shall be entitled to indemnification satisfactory to it, in its sole discretion, against all fees, losses, liabilities and expenses (including attorney’s fees and expenses) caused by taking or not taking such action.