Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.
Appears in 9 contracts
Samples: Loan and Security Agreement (Olympic Steel Inc), Loan and Security Agreement (Computer Task Group Inc), Loan and Security Agreement (Stonemor Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 11.21
Appears in 5 contracts
Samples: Credit Agreement (Tutor Perini Corp), Credit Agreement (Tutor Perini Corp), Credit Agreement (Tutor Perini Corp)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Facility Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan any Credit Facility Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Facility Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 4 contracts
Samples: Assignment and Assumption (Tampa Electric Co), Assignment and Assumption (Tampa Electric Co), Credit Agreement (Tampa Electric Co)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority Section 10.20.
Appears in 4 contracts
Samples: Credit Agreement (Fidelity National Financial, Inc.), Credit Agreement (F&G Annuities & Life, Inc.), Credit Agreement (Fidelity National Financial, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 4 contracts
Samples: Credit Agreement (Williams Sonoma Inc), Credit Agreement (Williams Sonoma Inc), Credit Agreement (Williams Sonoma Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 4 contracts
Samples: Credit Agreement (UNITED THERAPEUTICS Corp), First Lien Credit Agreement (TGPX Holdings I LLC), Credit Agreement (Mueller Industries Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 4 contracts
Samples: Credit Agreement (AdaptHealth Corp.), Credit Agreement (AdaptHealth Corp.), Credit Agreement (RVL Pharmaceuticals PLC)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent that any Lender that is an Affected Financial Institution is party to this Agreement, and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent that such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction reduction, in full or in part part, or cancellation of any such liability; , (ii) a conversion of all, or a portion ofportion, of such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it to, or otherwise conferred on on, it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Credit Agreement (Public Service Co of New Hampshire), Credit Agreement (Connecticut Light & Power Co), Credit Agreement (Connecticut Light & Power Co)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Credit Agreement (Mallinckrodt PLC), Mortgage, Security Agreement (Mallinckrodt PLC), Possession Credit Agreement (Mallinckrodt PLC)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Write- Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan Document; other Credit Document or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Credit Agreement (Ebix Inc), Credit Agreement (MSP Recovery, Inc.), Credit Agreement (MSP Recovery, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Note Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Purchaser that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Note Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Purchaser that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Note Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Note Purchase Agreement (Osmotica Pharmaceuticals PLC), Note Purchase Agreement (Revance Therapeutics, Inc.), Note Purchase Agreement (RVL Pharmaceuticals PLC)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Party; any party hereto that is an Affected Financial Institution, and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Loan and Security Agreement (Vertex Energy Inc.), Loan and Security Agreement (Vertex Energy Inc.), Loan and Security Agreement (Vertex Energy Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Credit Agreement (Rotech Healthcare Holdings Inc.), Term Loan Credit Agreement (Biogen Inc.), Credit Agreement (Rotech Healthcare Holdings Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any liability arising under a Loan Document of any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising under any Loan Documents which may be payable to it by such any Secured PartyParty that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 3 contracts
Samples: Loan and Security Agreement (CSI Compressco LP), Loan and Security Agreement (Par Pacific Holdings, Inc.), Loan and Security Agreement (CSI Compressco LP)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement and Joinder (BurgerFi International, Inc.), Credit Agreement (BurgerFi International, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent that such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction reduction, in full or in part part, or cancellation of any such liability; , (ii) a conversion of all, or a portion ofportion, of such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it to, or otherwise conferred on on, it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Molina Healthcare, Inc.), Credit Agreement (Molina Healthcare, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among of the partiesparties hereto, each such party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority. SECTION 2.18.
Appears in 2 contracts
Samples: Credit Agreement (FMC Corp), Credit Agreement (FMC Corp)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan Document; other Credit Document or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Viemed Healthcare, Inc.), Credit Agreement (Ebix Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Commercial Vehicle Group, Inc.), Credit Agreement (Commercial Vehicle Group, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in this Agreement, any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a this Agreement or any other Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable EEA Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan DocumentNote; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority. ARTICLE X THE ADMINISTRATIVE AGENT 10.1.
Appears in 2 contracts
Samples: Credit Agreement (Aon PLC), Credit Agreement (Aon PLC)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent that such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction reduction, in full or in part part, or cancellation of any such liability; , (ii) a conversion of all, or a portion ofportion, of such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it to, or otherwise conferred on on, it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Heritage Insurance Holdings, Inc.), Credit Agreement (Heritage Insurance Holdings, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan Document, to the extent such liability is unsecured, any Credit Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the an applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Secured Revolving Credit Agreement (Seadrill LTD), Senior Secured Revolving Credit Agreement (Noble Corp PLC)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or any L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or any L/C Issuer that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Global Revolving Credit Agreement (Ryder System Inc), Global Revolving Credit Agreement (Ryder System Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, 120 and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Protective Life Insurance Co), Credit Agreement (Protective Life Insurance Co)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of any Applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Northern Oil & Gas, Inc.), Credit Agreement (Northern Oil & Gas, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Ciner Enterprises Inc.), Credit Agreement (Sisecam Chemicals USA Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent any Lender or any L/C Issuer that is an Affected Financial Institution is a party to this Agreement and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or any L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of an the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or any L/C Issuer that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Workday, Inc.), Credit Agreement (Workday, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable an Affected Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; Document or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. SECTION 9.28
Appears in 2 contracts
Samples: Credit Agreement (Big Lots Inc), Credit Agreement (Designer Brands Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Ciner Resources LP), Credit Agreement (Ciner Resources LP)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.
Appears in 2 contracts
Samples: Loan, Security and Guaranty Agreement (Atlas Energy Solutions Inc.), Loan, Security and Guaranty Agreement (Atlas Energy Solutions Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Party; any party hereto that is an Affected Financial Institution, and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Revolving Credit and Guaranty Agreement (Compass, Inc.), Credit and Guaranty Agreement (Compass, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Party; any party hereto that is an Affected Financial Institution, and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan Document; other Credit Document or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (Paragon 28, Inc.), Credit Agreement (Adma Biologics, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including (i) including, if applicable: a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Credit Agreement (SOUTHERN CALIFORNIA EDISON Co), Credit Agreement (SOUTHERN CALIFORNIA EDISON Co)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any liability arising under a Loan Document of any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising under any Loan Documents which may be payable to it by such any Secured PartyParty that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 2 contracts
Samples: Term Loan and Security Agreement (DXP Enterprises Inc), Term Loan and Security Agreement (DXP Enterprises Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, all or a portion of, of such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. Section 10.26
Appears in 2 contracts
Samples: Abl Credit Agreement (Utz Brands, Inc.), Credit Agreement (Utz Brands, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 11.29
Appears in 2 contracts
Samples: Credit Agreement (Sprague Resources LP), Credit Agreement (Sprague Resources LP)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement arrangement, or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such that Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-write- down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.165
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority. SECTION 2.15.
Appears in 1 contract
Samples: Credit Agreement (Livent Corp.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable an Affected Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise - 90 - US_Active\121347781\V-16 conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority. 9.17.
Appears in 1 contract
Samples: Term Loan Credit Agreement (InvenTrust Properties Corp.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Write- Down and Conversion Powers by the applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.
Appears in 1 contract
Samples: Guaranty and Security Agreement (BIG 5 SPORTING GOODS Corp)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document this Agreement or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan Documentthis Agreement or any Note, to the extent such liability is unsecured, may be subject to the write-down Write- Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan DocumentNote; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any First Lien Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any First Lien Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other First Lien Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. SECTION 9.19
Appears in 1 contract
Samples: Credit Agreement (LivaNova PLC)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 12.20
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any liability arising under a Loan Document of any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising under any Loan Documents which may be payable to it by such any Secured PartyParty that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. 117 US-DOCS\144726423.10
Appears in 1 contract
Samples: Term Loan and Security Agreement (DXP Enterprises Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent any Lender that is an Affected Financial Institution is a party to this Agreement and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. 10.22
Appears in 1 contract
Samples: Credit Agreement (Ansys Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; Document or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.or
Appears in 1 contract
Samples: Credit Agreement (Ubiquiti Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers Write-Down and Conversion Powers of the an applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the an applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers..
Appears in 1 contract
Samples: Loan and Security Agreement (Adara Acquisition Corp.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto acknowledges that (including each Secured Partya) acknowledges that, with respect to any Secured no Credit Party that is an Affected Financial Institution, (b) any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, and each party hereto (c) agrees and consents to, and acknowledges and agrees to be bound by, : (ai) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (bii) the effects of any Bail-in Action on any such liability, including including, if applicable: (iA) a reduction in full or in part or cancellation of any such liability; (iiB) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.147
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any the partiesparties hereto, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the an applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. 15.26
Appears in 1 contract
Samples: Triton International LTD
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 17.06
Appears in 1 contract
Samples: Credit Agreement (CVR Energy Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the an applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.or
Appears in 1 contract
Samples: Credit and Reimbursement Agreement (New Fortress Energy Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority. SECTION 9.22.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, by (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of any applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the an applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority. 12.19.
Appears in 1 contract
Samples: Credit Agreement (Aircastle LTD)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including (i) including, if applicable: a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Loan Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any Write-Down and Conversion Powersthe applicable Resolution Authority.
Appears in 1 contract
Samples: Loan Agreement (Mimedx Group, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. Section 9.25
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or arrangementor understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party anyAffected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down and conversion powers Down andConversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and acknowledgesand agrees to be bound by, (aby:(a) the application of any Write-Down and Conversion Powers by the applicable Resolution applicableResolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyanyparty hereto that is an Affected Financial Institution; and (band(b) the effects of any Bail-in In Action on any such liability, including (iincluding, if applicable:(i) a reduction in full or in part or cancellation of any such liability; (iiliability;(ii) a conversion of all, or a portion of, such liability into shares or other instruments otherinstruments of ownership in such Affected Financial Institution, its parent entity, or a bridge abridge institution that may be issued to it or otherwise conferred on it, and that such shares suchshares or other instruments of ownership will be accepted by it in lieu of any rights with respect withrespect to any such liability under this Agreement or any other Loan Document; or (iiior(iii) the variation of the terms of such liability in connection with the exercise of any exerciseof the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.ARTICLE XGuaranteesSECTION 10.01.
Appears in 1 contract
Samples: Credit Agreement (CDW Corp)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the any applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the any applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any Write-Down and Conversion Powers.applicable Resolution Authority. Section 13.19
Appears in 1 contract
Samples: Credit Agreement (Graco Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : 1. the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) 2. the effects of any Bail-in In Action on any such liability, including (i) including, if applicable: i. a reduction in full or in part or cancellation of any such liability; (ii) . a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.or
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the an applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: liability; (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.or
Appears in 1 contract
Samples: Assignment and Acceptance Agreement (New Fortress Energy Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any unsecured liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, Document may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by an the applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityparent, or a bridge institution that may be issued to it the party or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.”
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of an the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such EEA Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.130 117877022_2
Appears in 1 contract
Samples: Loan and Security Agreement (Super Micro Computer, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the an applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : the application of any Write-Down and Conversion Powers by the an applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including (i) including, if applicable: a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any Write-Down and Conversion Powersapplicable Resolution Authority.
Appears in 1 contract
Samples: Term Loan Agreement
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the partiesany such parties hereto, each such party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or Agent that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or Agent that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including (i) including, if applicable: a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. Section 12.20
Appears in 1 contract
Samples: Credit Agreement (Berry Corp (Bry))
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or the L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or the L/C Issuer that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. 128
Appears in 1 contract
Samples: Credit Agreement (ITT Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.186
Appears in 1 contract
Samples: Credit Agreement (Clear Channel Outdoor Holdings, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-write- down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. SECTION 9.19
Appears in 1 contract
Samples: Execution Version Credit Agreement (Cornerstone OnDemand Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the partiesparties hereto, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or Issuing Bank that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : 157 [[5866265v.11]] (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or Issuing Bank party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority. SECTION 10.20.
Appears in 1 contract
Samples: Credit Agreement (Westinghouse Air Brake Technologies Corp)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in In Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.
Appears in 1 contract
Samples: Loan and Security Agreement (Summit Midstream Partners, LP)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. (a) Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties to the partiesLoan Documents, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent that such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable a Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (ai) the application of any Write-Down and Conversion Powers by the applicable an EEA Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (bii) the effects of any Bail-in In Action on any such liability, including including, if applicable: (iA) a reduction in full or in part or cancellation of any such liability; (iiB) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iiiC) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of any Resolution Authority. (b) Each party hereto agrees that it will notify the Borrowers and the Administrative Agent, as soon as practicable, of such party becoming the subject of a Bail-In Action unless notification is prohibited by law, regulation or order. Section 10.25
Appears in 1 contract
Samples: Credit Agreement (Constellium Se)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 117
Appears in 1 contract
Samples: New Residential Investment Corp.
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto to any Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. SECTION 9.19 [Reserved].. SECTION 9.20
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any liability arising under a Loan Document of any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising under any Loan Documents which may be payable to it by such any Secured PartyParty that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Assumption Agreement (Veritiv Corp)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or Issuing Bank that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or Issuing Bank that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a Loan any Credit Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including (i) including, if applicable: a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in this Participation Agreement, any Loan Operative Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan any Operative Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Participation Agreement or any Loan other Operative Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powersconversion powers of the applicable Resolution Authority.
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. SECTION 9.20
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) :the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including (i) including, if applicable: a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. 509265-1292-17123-Active.40387902.9
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Financing Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan any Financing Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Financing Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.or
Appears in 1 contract
Samples: Credit and Security Agreement (Kewaunee Scientific Corp /De/)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-the Write- Down and Conversion Powers.Powers of the applicable Resolution Authority. 10.22
Appears in 1 contract
Samples: Liquidity Credit Agreement (Tanger Properties LTD Partnership /Nc/)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 17.31
Appears in 1 contract
Samples: Loan Agreement (Lithia Motors Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent any Lender that is an Affected Financial Institution is a party to this Agreement and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Credit Agreement (Adobe Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent any Lender or any L/C Issuer that is an Affected Financial Institution is a party to this Agreement and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or any L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party 150 Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or any L/C Issuer that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Credit Agreement (Ansys Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Credit Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan Document, to the extent such liability is unsecured, any Credit Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by an the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan other Credit Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion Powers.Powers of the applicable Resolution Authority. Section 9.17
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent any Lender or L/C Issuer that is an Affected Financial Institution is a party to this Agreement and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan 137 CHAR1\1759258v10 Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) : 281. the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or L/C Issuer that is an Affected Financial Institution; and (b) 282. the effects of any Bail-in In Action on any such liability, including (i) a including, if applicable: cxii.a reduction in full or in part or cancellation of any such liability; (ii) a cxiii.a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the cxiv.the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Credit Agreement (KnowBe4, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down Write- Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or L/C Issuer that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-the Write- Down and Conversion PowersPowers of the applicable Resolution Authority. 10.23.
Appears in 1 contract
Samples: Credit Agreement (Tanger Properties LTD Partnership /Nc/)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-write- down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. Section 9.25
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Writethe write-Down down and Conversion Powers.conversion powers of the applicable Resolution Authority. 17.15
Appears in 1 contract
Samples: Assignment and Acceptance Agreement (Nautilus, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. 196 Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding by or among the partiesany of such parties hereto or thereto, each party hereto acknowledges and agrees that any liability of any Lender (including each Secured Partyany successor) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent that such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which liabilities arising hereunder that may be payable to it by such Secured Partyany Lender (or any successor) that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction reduction, in full or in part part, or cancellation of any such liability; , (ii) a conversion of all, or a portion ofportion, of such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it to, or otherwise conferred on on, it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of any applicable Resolution Authority.
Appears in 1 contract
Samples: Credit Agreement (SPX FLOW, Inc.)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party arising under a Loan Document, to the extent such liability is unsecured, may be subject to the write-write- down and conversion powers of the applicable Resolution Authority, and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability which may be payable to it by such Secured Party; and (b) the effects of any Bail-in In Action on any such liability, including (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under any Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.. 14.16
Appears in 1 contract
Samples: Loan and Security Agreement (Summit Midstream Partners, LP)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. 10.21.1 Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, Document may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entity, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Assignment and Assumption (Rogers Communications Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding Solely to the extent any Lender or the L/C Issuer that is an Affected Financial Institution is a party to this Agreement and notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Lender or the L/C Issuer that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of an the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Lender or the L/C Issuer that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Credit Agreement (GENTHERM Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the write-down Write- Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of any Write-Down and Conversion Powers.3 132106247_4
Appears in 1 contract
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to that any Secured Party liability of any Bank or any Issuing Bank that is an Affected Financial Institution, any liability of such Secured Party Institution arising under a any Loan Document, to the extent such liability is unsecured, may be subject to the writeWrite-down Down and conversion powers Conversion Powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany Bank or any Issuing Bank that is an Affected Financial Institution; and (b) the effects of any Bail-in Action on any such liability, including including, if applicable, (i) a reduction in full or in part or cancellation of any such liability; , (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityundertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; , or (iii) the variation of the terms of such liability in connection with the exercise of any the Write-Down and Conversion PowersPowers of the applicable Resolution Authority.
Appears in 1 contract
Samples: Global Revolving Credit Agreement (Ryder System Inc)
Acknowledgement and Consent to Bail-In of Affected Financial Institutions. Notwithstanding anything to the contrary in any Loan Document Operative Agreement or in any other agreement, arrangement or understanding among the any such parties, each party hereto (including each Secured Party) acknowledges that, with respect to any Secured Party that is an Affected Financial Institution, any liability of such Secured Party any Affected Financial Institution arising under a Loan Document, to the extent such liability is unsecured, any Operative Agreement may be subject to the write-down and conversion powers of the applicable Resolution Authority, Authority and each party hereto agrees and consents to, and acknowledges and agrees to be bound by, : (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liability liabilities arising hereunder which may be payable to it by such Secured Partyany party hereto that is the applicable Affected Financial Institution; and (b) the effects of any Bail-in In Action on any such liability, including including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent entityparent, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any Loan Documentother Operative Agreement; or (iii) the variation of the terms of such liability in connection with the exercise of the write-down and conversion powers of any Write-Down and Conversion Powers.Resolution Authority. 12.20
Appears in 1 contract
Samples: Certain Operative (Big Lots Inc)
