Common use of As to Collateral Clause in Contracts

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 5 contracts

Samples: Borrower Security Agreement (Duane Reade Inc), Patent Security Agreement (Dri I Inc), Security Agreement (Dri I Inc)

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As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 2 contracts

Samples: Security Agreement (Titan Corp), Credit Agreement (Titan Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the a Grantor of the revocation of such power and authority the authority, such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default upon the occurrence and during the continuation of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following Agent, a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 2 contracts

Samples: Pledge Agreement (Novamed Inc), Pledge Agreement (Novamed Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the authority, such Grantor (i) may in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit Agreement), any Loan Document) at its own expense, refine, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit AgreementAgreement or any other Loan Document), any raw materials, including work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following upon the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted to the extent prohibited under the Credit Agreementany Loan Document), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goodsGoods, the sale or lease of which shall have given rise to such Collateral, and (iv) may issue licenses to third-parties with respect to Trademarks, Patents, Copyrights, and Trade Secrets in the ordinary course of business. The Administrative Agent, however, may, at any time following a Default upon the occurrence and during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default Agent, upon the occurrence and during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 2 contracts

Samples: Security Agreement (Sterling Chemicals Inc), Security Agreement (Sterling Chemical Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the authority, such Grantor (i) may in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit Agreement), any Loan Document) at its own expense, refine, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit AgreementAgreement or any other Loan Document), any raw materials, including work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following upon the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted to the extent prohibited under the Credit Agreementany Loan Document), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following upon the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following Agent, upon the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 2 contracts

Samples: Security Agreement (Sterling Chemical Inc), Security Agreement (Sterling Chemical Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following time, after the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of DefaultAgent, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 2 contracts

Samples: Security Agreement (Aristotle Corp), Subsidiary Security Agreement (Aristotle Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (iipurpose,(ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Credit Agreement (Titan Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as a Trigger Event shall have occurred and be continuing and the Administrative Collateral Agent shall notify have notified the Grantor of the revocation of such power and authority authority, the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collectcollect in a reasonable manner, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Collateral Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, Collateral Agent may, at any time following after a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Trigger Event of Defaulthas occurred and is continuing, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, (i) notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent for deposit to the Revenue Account of any amounts due or to become due thereunder and (ii) enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the The Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent for deposit to the Revenue Account of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Credit Agreement (Atlantic Power Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, and such time as the Administrative Collateral Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Collateral Agent may reasonably request following the occurrence of a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted prohibited under the Credit AgreementIndenture), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Collateral Agent, however, may, at any time following a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, and whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Collateral Agent following a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Pledge and Security Agreement (New World Restaurant Group Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in clause (7) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, and such time as the Administrative Collateral Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Collateral Agent may reasonably request following the occurrence of a Default of the nature set forth in clause (7) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted prohibited under the Credit AgreementIndenture), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Collateral Agent, however, may, at any time following a Default of the nature set forth in clause (7) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Collateral Agent following a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Pledge and Security Agreement (American Rock Salt Co LLC)

As to Collateral. (a) Until such time (during the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time ) as the Administrative Agent shall notify the any Grantor of the revocation of such the power and authority the granted by this SECTION 4.1.3(A), such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, maymay (subject to Section 7.2.6 of the Credit Agreement), at any time following a Default during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Agent, each Grantor will (subject to Section 8.1.9 7.2.6 of the Credit Agreement or an Event of Default, the Grantor willAgreement), at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Guarantor Security Agreement (Key Components LLC)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority authority, the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral (other than Cash Collateral), any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Borrower Security and Pledge Agreement (Nextel Partners Inc)

As to Collateral. (a1) Until both (i) the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 10.1.9 of the Credit Agreement or an Event of Default, and (ii) such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Grantor (iA) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service or otherwise transfer any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (iiB) subject to the terms of any documentation governing any Permitted Receivables Transaction, will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 10.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iiic) subject to the terms of any documentation governing any Permitted Receivables Transaction, may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 10.1.9 of the Credit Agreement or an Event of Default, whether before or after any notice of revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 10.1.9 of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Country Trademark Serial No (Leiner Health Products Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority (which notice may not be given unless there shall have occurred and be continuing a Default of the nature set forth in clause (b), (c) or (d) of Section 8.1.9 of the Credit Agreement with respect to any Obligor (other than an immaterial Subsidiary) or any other Event of Default), the Grantor (i) may may, in the ordinary course of its business (except as otherwise permitted under accordance with the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purposeInventory, and use and consume, in the ordinary course of its business (except as otherwise permitted under accordance with the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateralmaterials. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any such revocation of such power and authority or the maturity of any of the Obligationsauthority, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following (which request may not be made unless there shall have occurred and be continuing a Default of the nature set forth in clause (b), (c) or (d) of Section 8.1.9 of the Credit Agreement with respect to any Obligor (other than an immaterial Subsidiary) or an any other Event of Default), the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Wilson Greatbatch Technologies Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following time, after the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of DefaultAgent, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Credit Agreement (Aristotle Corp)

As to Collateral. (a) Until such time (during the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time ) as the Administrative Agent shall notify the Grantor of the revocation of such the power and authority granted by this SECTION 4.1.3(A), the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the Grantor for such purpose, (iipurpose,(ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, maymay (subject to Section 7.2.6 of the Credit Agreement), at any time following a Default during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of Agent, the nature set forth in Grantor will (subject to Section 8.1.9 7.2.6 of the Credit Agreement or an Event of Default, the Grantor willAgreement), at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Borrower Security Agreement (Key Components LLC)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in clause (6) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, and such time as the Administrative Collateral Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Collateral Agent may reasonably request following the occurrence of a Default of the nature set forth in clause (6) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted prohibited under the Credit AgreementIndenture), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Collateral Agent, however, may, at any time following a Default of the nature set forth in clause (6) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Collateral Agent following a Default of the nature set forth in clause (6) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Pledge and Security Agreement (Telex Communications International LTD)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Credit Agreement (Titan Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Patent Security Agreement (Dri I Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, and such time as the Administrative Collateral Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit AgreementIndenture), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Collateral Agent may reasonably request following the occurrence of a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit AgreementIndenture), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Collateral Agent, however, may, at any time following a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Collateral Agent following a Default of the nature set forth in clause (f) of Section 8.1.9 6.01 of the Credit Agreement Indenture or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Pledge and Security Agreement (New World Coffee Manhattan Bagel Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 9.1(i) of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Titan Corp)

As to Collateral. (a) Until Unless otherwise restricted by the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of DefaultCombined Loan Documents, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the each Grantor (i) may in the ordinary course of its business (except or as otherwise permitted under the Credit Agreement)Loan Documents, at its own expense, sell, transfer, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for Collateral of such purposeGrantor, and sell, transfer, use and consume, in the ordinary course of its business (except or as otherwise permitted under the Credit Agreement)Loan Documents, any raw materials, work in process or materials normally held by the Grantor for such purposeGrantor, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the CollateralCollateral held by such Grantor in accordance with its customary business practices or as otherwise permitted by the Loan Documents, including and, upon the taking occurrence and during the continuance of an Event of Default, will take such action with respect to such collection as the Administrative Collateral Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)and in accordance with its customary business practices, to any party Person obligated on any of the Collateral, any rebate, refund or allowance to which such party Person may be lawfully entitled, and may accept, in connection therewith, the return of goods, goods the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default Upon the occurrence and during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before the Collateral Agent may, upon prior or after concurrent written notice to any revocation of such power and authority or the maturity of any of the ObligationsGrantor, notify any parties Person obligated on any of the Collateral of such Grantor to make payment to the Administrative Collateral Agent for deposit to the Collateral Account of any amounts due or to become due thereunder and enforce collection of any of the Collateral of such Grantor by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the Each Grantor will, at its own expense, upon the occurrence and during the continuance of an Event of Default and the written request of the Collateral Agent, notify any parties Person obligated on any of the Collateral of such Grantor to make payment to the Administrative Collateral Agent for deposit to the Collateral Account of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Quicksilver Resources Inc)

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As to Collateral. (a) Until such time (during the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time ) as the Administrative Agent shall notify the such Grantor of the revocation of such the power and authority the granted by this Section 4.1.3(a), such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, maymay (subject to Section 7.2.6 of the Credit Agreement), at any time following a Default during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Agent, such Grantor will (subject to Section 8.1.9 7.2.6 of the Credit Agreement or an Event of Default, the Grantor willAgreement), at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Guarantor Security Agreement (Key Components LLC)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent Chase shall notify the such Grantor of the revocation of such power and authority the authority, such Grantor (i) may in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit Agreement), any Loan Document) at its own expense, refine, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit AgreementAgreement or any other Loan Document), any raw materials, including work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent Chase may reasonably request following upon the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted to the extent prohibited under the Credit Agreementany Loan Document), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goodsGoods, the sale or lease of which shall have given rise to such Collateral, and (iv) may issue licenses to third-parties with respect to Trademarks, Patents, Copyrights, and Trade Secrets in the ordinary course of business. The Administrative AgentChase, however, may, at any time following a Default upon the occurrence and during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Chase of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of Chase, upon the Administrative Agent following a Default occurrence and during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Chase of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Sterling Chemicals Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority (which notice may not be given unless there shall have occurred and be continuing a Default of the nature set forth in clause (b), (c), or (d) of Section 8.1.9 of the Credit Agreement with respect to any Obligor (other than any immaterial Subsidiary) or any other Event of Default), such Grantor (i) may may, in the ordinary course of its business (except as otherwise permitted under accordance with the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purposeInventory, and use and consume, in the ordinary course of its business (except as otherwise permitted under accordance with the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateralmaterials. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any such revocation of such power and authority or the maturity of any of the Obligationsauthority, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following (which request may not be made unless there shall have occurred and be continuing a Default of the nature set forth in clause (b), (c), or (d) of Section 8.1.9 of the Credit Agreement with respect to any Obligor (other than any immaterial Subsidiary) or an any other Event of Default), the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Wilson Greatbatch Technologies Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Term Loan Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the each Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Term Loan Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Term Loan Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Term Loan Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Term Loan Agreement or an Event of Default, the each Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Jorgensen Earle M Co /De/)

As to Collateral. (a) Until such time (during the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time ) as the Administrative Agent shall notify the Grantor of the revocation of such the power and authority granted by this Section 4.1.3(a), the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, maymay (subject to Section 7.2.6 of the Credit Agreement), at any time following a Default during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of Agent, the nature set forth in Grantor will (subject to Section 8.1.9 7.2.6 of the Credit Agreement or an Event of Default, the Grantor willAgreement), at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Borrower Security Agreement (Key Components LLC)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (iipurpose,(ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Credit Agreement (Titan Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the authority, such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, refine, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, may, at any time following a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of the nature set forth in clauses (a) through (d) of Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral Collateral, to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Subsidiary Security and Pledge Agreement (Nextel Partners Inc)

As to Collateral. (a) Until such time (during the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time ) as the Administrative Agent shall notify the Grantor of the revocation of such the power and authority granted by this Section 4.1.3(a), the Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement)business, any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement)business, to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Agent, however, maymay [(subject to Section 7.2.6 of the Credit Agreement)], at any time following a Default during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default of Agent, the nature set forth in Grantor will [(subject to Section 8.1.9 7.2.6 of the Credit Agreement or an Event of Default, the Grantor willAgreement)], at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Key Components Finance Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Collateral Agent shall notify the such Grantor of the revocation of such power and authority the authority, such Grantor (i) may in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit Agreement), any Indenture Document) at its own expense, refine, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the Credit AgreementIndenture or any other Indenture Document), any raw materials, including work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Collateral Agent may reasonably request following upon the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted to the extent prohibited under the Credit Agreementany Indenture Document), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goodsGoods, the sale or lease of which shall have given rise to such Collateral, and (iv) may issue licenses to third-parties with respect to Trademarks, Patents, Copyrights, and Trade Secrets in the ordinary course of business. The Administrative Collateral Agent, however, may, at any time following a Default upon the occurrence and during the continuance of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent following a Default Collateral Agent, subject with respect to any Collateral constituting Second Lien Collateral, to the terms of the nature set forth in Section 8.1.9 Intercreditor Agreement, upon the occurrence and during the continuance of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Collateral Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Sterling Chemicals Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, Default shall have occurred and such time as be continuing and the Administrative Agent Secured Party shall notify have notified the Grantor of the revocation of such power and authority authority, the Grantor (i) may in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the any Credit AgreementDocument), at its own expense, refine, process, store, transport, sell, lease or furnish under the contracts of service any of the Inventory or Equipment normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted to the extent prohibited under the any Credit AgreementDocument), any raw materialsInventory or Equipment, including work in process or materials normally held by the Grantor for such purposepurpose and including the use or installation thereof on Flight Equipment, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent Secured Party may reasonably request following the occurrence and during the continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted to the extent prohibited under the any Credit AgreementDocument), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral; (iv) may sell or otherwise transfer Collateral in accordance with the terms and conditions of the Reimbursement Agreement and (v) may lease any of the Collateral. The Administrative AgentSecured Party, however, may, at any time following the occurrence and during the continuance of a Specified Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Secured Party of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent Secured Party following the occurrence and during the continuance of a Specified Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the Grantor will, at its own expense, notify any parties obligated on any of the Collateral Collateral, to make payment to the Administrative Agent Secured Party of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Pledge and Security Agreement (Airtran Holdings Inc)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Priority Lien Event of Default, and such time as the Administrative Agent shall notify the Grantor of the revocation of such power and authority the Default each Grantor (i) may in the ordinary course of its business (except or as otherwise permitted under the Credit AgreementPriority Lien Documents), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except or as otherwise permitted under the Credit AgreementPriority Lien Documents), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent Collateral Trustee may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Priority Lien Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit AgreementPriority Lien Documents), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative AgentCollateral Trustee, however, may, but shall not be obligated to, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Priority Lien Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Priority Lien Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Collateral Trustee of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby, subject to the terms of the Collateral Trust Agreement. Upon request of the Administrative Agent Collateral Trustee following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Priority Lien Event of Default, the each Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Collateral Trustee of any amounts due or to become due thereunder, subject to the terms of the Collateral Trust Agreement.

Appears in 1 contract

Samples: Security Agreement (Satelites Mexicanos Sa De Cv)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, and such time as the Administrative Agent shall notify the such Grantor of the revocation of such power and authority the such Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the such Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the such Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Facility Agent may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit Agreement), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative Facility Agent, however, may, at any time following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, whether before or after any giving the Grantor notice of the revocation of such power and authority (whether before or after the maturity of any of the Secured Obligations), notify any parties obligated on any of the Collateral to make payment to the Administrative Facility Agent of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Facility Agent following a Default of the nature set forth in Section 8.1.9 of the Credit Agreement or an Event of Default, the such Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Facility Agent of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Patent Security Agreement (Dayton Superior Corp)

As to Collateral. (a) Until the occurrence and continuance of a Default of the nature set forth in Section 8.1.9 901(d) or (e) of the Credit Agreement Indenture or an Event of Default, and such time as the Administrative Agent Trustee shall notify the such Grantor of the revocation of such power and authority the each Grantor (i) may in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), at its own expense, sell, lease or furnish under the contracts of service any of the Inventory normally held by the Grantor for such purpose, and use and consume, in the ordinary course of its business (except as otherwise permitted under the Credit Agreement), any raw materials, work in process or materials normally held by the Grantor for such purpose, (ii) will, at its own expense, endeavor to collect, as and when due, all amounts due with respect to any of the Collateral, including the taking of such action with respect to such collection as the Administrative Agent Trustee may reasonably request following the occurrence of a Default of the nature set forth in Section 8.1.9 901(d) or (e) of the Credit Agreement Indenture or an Event of Default or, in the absence of such request, as the such Grantor may deem advisable, and (iii) may grant, in the ordinary course of business (except as otherwise permitted under the Credit AgreementIndenture), to any party obligated on any of the Collateral, any rebate, refund or allowance to which such party may be lawfully entitled, and may accept, in connection therewith, the return of goods, the sale or lease of which shall have given rise to such Collateral. The Administrative AgentTrustee, however, may, at any time following a Default of the nature set forth in Section 8.1.9 901(d) or (e) of the Credit Agreement Indenture or an Event of Default, whether before or after any revocation of such power and authority or the maturity of any of the Secured Obligations, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Trustee of any amounts due or to become due thereunder and enforce collection of any of the Collateral by suit or otherwise and surrender, release, or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any indebtedness thereunder or evidenced thereby. Upon request of the Administrative Agent Trustee following a Default of the nature set forth in Section 8.1.9 901(d) or (e) of the Credit Agreement Indenture or an Event of Default, the each Grantor will, at its own expense, notify any parties obligated on any of the Collateral to make payment to the Administrative Agent Trustee of any amounts due or to become due thereunder.

Appears in 1 contract

Samples: Security Agreement (Jorgensen Earle M Co /De/)

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