ABL Sample Clauses

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ABL. (i) On and following the expiration of the Deferral Period, a Cash Dominion Trigger Period is in effect or the ABL Administrative Agent (as defined in the ABL Credit Agreement) or the lenders under the ABL Credit Agreement elect to implement cash dominion over any Collateral Account, provided that, if the applicable Cash Dominion Trigger Period commences as set forth in clause (a)(ii) of the definition Cash Dominion Trigger Period, no Event of Default shall be triggered under this Section 6.01(p)(i) until such Cash Dominion Trigger Period has been in effect for six (6) consecutive calendar months or has been in effect for an aggregate ten (10) calendar months over any twelve (12) calendar month period, (ii) On any day, there shall exist an Overadvance (as such term is defined in the ABL Credit Agreement as in effect on the date hereof) that is not promptly repaid pursuant to Section 2.05(b) of the ABL Credit Agreement, or
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ABL. In addition, ABL represents and warrants to TRIGR as of the Effective Date and covenants that: (a) ABL has all rights necessary to grant the licenses under the ABL Intellectual Property, Sublicensed Patents and other rights that it grants to TRIGR in this Agreement, including without limitation to the ABL Data (and, in particular, the ABL Data arising from the Korean Government Program). Neither the shareholders nor the employees, consultant or agents of ABL nor any other Person (other than ABL) has any rights to the ABL Intellectual Property, the ABL Materials or the Product (and any such rights previously held by any of them have been assigned to ABL). (b) As of the Effective Date, the Patents set forth in Schedule I represent all ABL Patents that ABL or any of its Affiliates Controls that claim or disclose any Invention discovered or developed in the Research Program or necessary or useful for the Exploitation of the Products in the Territory. ABL is the sole and exclusive owner of the entire right, title and interest in the ABL Patents free of any encumbrance, lien or claim of ownership by any Third Party. (c) The ABL Patents are being diligently prosecuted in the Territory in accordance with Applicable Law. The ABL Patents have been filed and maintained properly and correctly and all applicable fees have been paid on or before the due date for payment. (d) The ABL Know-How has been kept confidential or has been disclosed to Third Parties only under terms of confidentiality and no breach of such confidentiality has been committed by any Third Party. (e) No claim or litigation, other than claims that have been withdrawn and settled by entering into the Prestige License, has been brought or threatened by any Person alleging, and there is no claim, whether or not asserted that: (i) any of the ABL Patents is invalid or unenforceable, (ii) the ABL Intellectual Property, or the disclosing, copying, making, assigning, or licensing of the ABL Intellectual Property, violates, infringes, or otherwise conflicts or interferes with, or would violate, infringe, or otherwise conflict or interfere with, any intellectual property or proprietary right of any Person; or (iii) any intellectual property or proprietary right of any Person is related to the Exploitation of the Products, as of the Effective Date. (f) ABL owns all right, title and interest in and to the ABL Know-How to be provided hereunder, and all such information is true, complete and correct in all materia...
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ABL. The RCRA hazardous waste management permit transfer to Alliant is being delayed due to complications with the ability of the Navy to sign the permit transfer as the owner (indicating Alliant as the operator) until the contract has been novated. This may cause a delay of several months.
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ABL. The issue is whether the partnership is liable for debts incurred outside the scope of a partner's authority. A partnership is liable for all debts incurred in the furtherance of its partnership activity. Additionally, partners each act as agents of the partnership. Even where a partner acts outside the scope of her authority, the partnership is liable for debts incurred where a partner - acting as agent - has apparent authority to enter into a contract, and the other party has no reason to know that the agent lacks the capacity to act.
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ABL. The sewage treatment plant has been experiencing periodic violations (associated with seasonal precipitation) of flow limitations due to infiltration of precipitation into the facility's old sewer lines. A study of the sewer lines is planned, and a new treatment plant with additional capacity for flow equalization has been funded by the Navy. Construction is expected in the next year.
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ABL. Promptly after delivery or receipt thereof: (i) copies of all material reports (including the borrowing base certificate, and all accounts receivable agings, accounts payable agings, all inventory reports and all monthly reports, it being understood that any such reports required to be delivered in accordance with the ABL Loan Documents more frequently than once a month shall only be required to be delivered pursuant to this Section 5.01(i) once in respect of any monthly period) delivered to or received from the ABL Collateral Agent or the ABL Lenders under the ABL Loan Documents, and (ii) final copies of any amendments, waivers, consents or other modifications to the ABL Loan Documents.
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Related to ABL

  • ABL Intercreditor Agreement (a) Notwithstanding anything herein to the contrary, the Liens granted to the Administrative Agent under this Security Agreement and the exercise of the rights and remedies of the Administrative Agent hereunder and under any other Collateral Document are subject to the provisions of the ABL Intercreditor Agreement. In the event of any conflict between the terms of the ABL Intercreditor Agreement and this Security Agreement or any other Collateral Document, the terms of the ABL Intercreditor Agreement shall govern and control. (b) In accordance with the terms of the ABL Intercreditor Agreement, all Term Priority Collateral delivered to the First Lien Agent shall be held by the First Lien Agent as gratuitous bailee for the Administrative Agent and the Secured Parties solely for the purpose of perfecting the security interest granted under this Security Agreement. Notwithstanding anything herein to the contrary, prior to the Discharge of Term Obligations, to the extent any Grantor is required hereunder to deliver Term Priority Collateral to the Administrative Agent and is unable to do so as a result of having previously delivered such Term Priority Collateral to the First Lien Agent in accordance with the terms of the First Lien Loan Documents, such Grantor’s obligations hereunder with respect to such delivery shall be deemed satisfied by the delivery to the First Lien Agent, acting as gratuitous bailee of the Administrative Agent and the Secured Parties. (c) Furthermore, at all times prior to the Discharge of Term Obligations, the Administrative Agent is authorized by the parties hereto to effect transfers of Term Priority Collateral at any time in its possession (and any “control” or similar agreements with respect to Term Priority Collateral) to the First Lien Agent. (d) Notwithstanding anything to the contrary herein but subject to the ABL Intercreditor Agreement, in the event the First Lien Loan Documents provide for the grant of a security interest or pledge over the assets of any Grantor and such assets do not otherwise constitute Collateral under this Security Agreement or any other Loan Document, such Grantor shall (i) promptly grant a security interest in or pledge such assets to secure the Secured Obligations, (ii) promptly take any actions necessary to perfect such security interest or pledge to the extent set forth in the First Lien Loan Documents and (iii) take all other steps reasonably requested by the Administrative Agent in connection with the foregoing. (e) Nothing contained in the ABL Intercreditor Agreement shall be deemed to modify any of the provisions of this Security Agreement, which, as among the Grantors and the Administrative Agent shall remain in full force and effect in accordance with its terms.

  • Credit Agreement; Loan Documents This Agreement or counterparts hereof shall have been duly executed by, and delivered to, Borrowers, each other Credit Party, Agent and Lenders; and Agent shall have received such documents, instruments, agreements and legal opinions as Agent shall reasonably request in connection with the transactions contemplated by this Agreement and the other Loan Documents, including all those listed in the Closing Checklist attached hereto as Annex D, each in form and substance reasonably satisfactory to Agent.

  • of the Credit Agreement Section 5.28 of the Credit Agreements is hereby amended to read in its entirety as follows:

  • The Credit Agreement The Notes executed by the Borrower and delivered on the date hereof. The documents described in the foregoing clauses (a) and (b) are collectively referred to herein as the “Opinion Documents.” We have also reviewed originals or copies of such other agreements and documents as we have deemed necessary as a basis for the opinion expressed below. In our review of the Opinion Documents and other documents, we have assumed:

  • Revolving Credit Agreement The Agent shall have received this Agreement duly executed and delivered by each of the Banks and the Company and each of the Banks shall have received a fully executed Committed Note and a fully executed Bid Note, if such Notes are requested by any Bank pursuant to Section 12.9.