Collateral Agent Standstill Sample Clauses


Collateral Agent Standstill. If the Trustee shall send a written notice stating that such notice is an “Collateral Agent Standstill Notice” (a “Collateral Agent Standstill Notice”) to the Collateral Agent at any time after the occurrence and during the continuation of an Indenture Event of Default, the Collateral Agent, on behalf of itself and the other Credit Facility Secured Parties, agrees that from and after the date of its receipt of any such Collateral Agent Standstill Notice, none of the Collateral Agent or any other Credit Facility Secured Party will exercise any of its rights or remedies in respect of the collection on, set off against, marshalling of, or foreclosure on, the Common Collateral under the Credit Facility Documents, applicable law or otherwise as a secured creditor other than as expressly permitted under this Agreement and will not take or receive any Common Collateral in connection with the exercise of any such right or remedy (including recoupment or set-off), whether under the Credit Facility Documents, applicable law, in an Insolvency or Liquidation Proceeding or otherwise unless (a) the Trustee has expressly waived or acknowledged the cure of the applicable Indenture Event of Default in writing or the Discharge of Indenture Secured Claims shall have occurred, or (b) 90 days shall have elapsed from the date of the receipt of such Collateral Agent Standstill Notice. From and after the earliest to occur of (i) the Collateral Agent’s receipt of such waiver or cure notice, (ii) the date on which the Discharge of Indenture Secured Claims shall have occurred, or (iii) the elapsing of such 90 day period, any of the Collateral Agent or any other Credit Facility Secured Party may commence to exercise any of its rights and remedies as a secured creditor with respect to the Common Collateral under the Credit Facility Documents, applicable law or otherwise (subject to the provisions of this Agreement). The time period during which the Collateral Agent is not permitted to exercise rights or remedies under this section is referred to herein as the “Collateral Agent Standstill Period”.