Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 10 contracts
Sources: Credit Agreement (Huttig Building Products Inc), Credit Agreement (Fresh Brands Inc), Credit Agreement (Westinghouse Air Brake Technologies Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 8 contracts
Sources: Credit Agreement (Continental Materials Corp), Credit Agreement, Credit Agreement (Continental Materials Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(d) shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder hereunder, in the priority set forth in Section 7.2, and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 7 contracts
Sources: Credit Agreement (A-Mark Precious Metals, Inc.), Incremental Facility Agreement, Waiver and Eleventh Amendment to Credit Agreement (A-Mark Precious Metals, Inc.), Credit Agreement (A-Mark Precious Metals, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 11.1.1 or Section 11.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 11 may be waived by the written concurrence of the Required Lenders (except as provided in Section 13.1). Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to reimbursement obligations under the Obligations arising in connection with any drawing under a Letter Letters of Credit. After the expiration or termination of all the Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 7 contracts
Sources: Credit Agreement (Penske Automotive Group, Inc.), Credit Agreement (Penske Automotive Group, Inc.), Credit Agreement (Penske Automotive Group, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(c) shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 6 contracts
Sources: Credit Agreement (Centene Corp), Credit Agreement (Bright Health Group Inc.), Credit Agreement (Bright Health Group Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 9.1.2 shall occur occur, all Liabilities shall immediately become due and payable and the Applicant shall immediately become obligated to deliver to the Bank cash collateral in respect an amount equal to the face amount of the Companyall outstanding Letters of Credit; and if any other Event of Default shall occur, the Commitments shall Bank may declare all Liabilities to be due and payable and may demand that the Applicant immediately terminate and deliver to the Loans and Bank cash collateral in an amount equal to the face amount of all other Obligations hereunder outstanding Letters of Credit, whereupon all Liabilities shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Applicant shall immediately become obligated to Cash Collateralize deliver to the Bank cash collateral in an amount equal to the face amount of all outstanding Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kindCredit. The Administrative Agent Bank shall promptly advise the Company Applicant of any such declaration, but failure to do so shall not impair the effect of such declaration. Any The Applicant hereby grants the Bank a security interest in all cash collateral delivered hereunder hereunder. All cash collateral shall be held by the Administrative Agent (without liability for interest thereon) Bank and applied to the Obligations Liabilities arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of CreditCredit have been fully drawn, expired or been terminated, such cash collateral shall be applied by the Administrative Agent Bank, first, to any remaining Obligations hereunder Liabilities and, then, to any other liabilities of the Applicant to the Bank, and any excess shall be delivered to the Company Applicant or as a court of competent jurisdiction may electdirect.
Appears in 6 contracts
Sources: Loan and Security Agreement (ModusLink Global Solutions Inc), Credit Agreement (Nashua Corp), Revolving Credit Agreement (Winmark Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Sources: Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent Amount face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the Dollar Equivalent Amount of the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent Amount of the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Sources: Credit Agreement (MIDDLEBY Corp), Credit Agreement (MIDDLEBY Corp), Credit Agreement (Middleby Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Sources: Credit Agreement (Synagro Technologies Inc), Credit Agreement (Santi Group Inc /Ga), Credit Agreement (Synagro Technologies Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in with respect of to the Company, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Commitments shall be reduced to zero and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the outstanding Dollar Equivalent face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company in writing of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 4 contracts
Sources: Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Sources: Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyCompany (regardless as to whether the time periods specified therein shall have expired), the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The If practical, the Administrative Agent shall use its reasonable efforts to promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by declaration nor result in liability of any kind or nature to the Administrative Agent (without liability for interest thereon) and applied the Lenders. If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement, the other Loan Documents and in any other instrument or agreement securing, evidencing or relating to the Obligations arising in connection with Obligations, and all rights and remedies of a creditor under any drawing under a Letter of Credit. After the expiration applicable law or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electat equity.
Appears in 4 contracts
Sources: Forbearance Agreement (Digerati Technologies, Inc.), Credit Agreement (Digerati Technologies, Inc.), Credit Agreement (Digerati Technologies, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 10.1.2 shall occur in respect of the Companyand be continuing, the Commitments with respect to such Borrower (or if such Event of Default relates to Guarantor, any Significant Subsidiary or Section 10.1.7, all Borrowers) (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder Liabilities of such Borrower shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andor shall, upon the written request of the Required Lenders shallBanks) declare the Commitments of such Borrower (or if such Event of Default relates to Guarantor, any Significant Subsidiary or Section 10.1.7, all Borrowers) (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder Liabilities with respect to such Borrower to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments with respect to such Borrower (or if such Event of Default relates to Guarantor, any Significant Subsidiary or Section 10.1.7, all Borrowers) (if they have not theretofore terminated) shall immediately terminate (and all Liabilities with respect to such Borrower or be reducedall Borrowers, as applicable) and/or the Loans and other Obligations hereunder case may be, shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise such Borrower or all Borrowers, as the Company case may be, and each Bank of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing or any provision of Section 13.1, the effect as an Event of Default of any event described in Section 10.1.2 may be held waived by the Administrative Agent (without liability for interest thereon) written concurrence of the Banks holding 100% of the aggregate unpaid principal amount of the Loans, and applied to the Obligations arising effect as an Event of Default of any other event described in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall this Section 10 may be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or waived as a court of competent jurisdiction may electprovided in Section 13.1.
Appears in 3 contracts
Sources: Credit Agreement (Hilbert Stephen C), Credit Agreement (Hilbert Stephen C), Credit Agreement (Hilbert Stephen C)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur occurs in respect of the Companyany Loan Party, then the Commitments shall will immediately terminate and the Loans and all other Obligations hereunder shall under this Agreement will become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest protest, or notice of any kind; and, if . If any other Event of Default shall occur occurs and be is continuing, the then Administrative Agent may (and, upon the written request of the Required Lenders shall) declare declare, in a written notice to Borrower Representative, the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder under this Agreement to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall will immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall under this Agreement will become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest protest, or notice of any kindkind (other than as expressly provided for above in this sentence). The Administrative Agent shall promptly advise the Company Borrower Representative of any such declaration, but failure to do so shall will not impair the effect of any such declaration. Any cash collateral delivered hereunder If Administrative Agent has received a Cure Notice from the Borrower Representative, then Administrative Agent and the Required Lenders may not exercise any the foregoing remedies in this Section 13.2 with respect to that Specified Financial Covenant Default until the earlier of (i) the Cure Period has expired, and (ii) the date that Administrative Agent receives notice Borrowers will not cure that Specified Financial Covenant Default in accordance with Section 13.4; provided, that, during such period, such Specified Financial Covenant Default shall be held by the Administrative Agent (without liability deemed an Event of Default for interest thereon) and applied to the Obligations arising in connection with any drawing all other purposes under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electthis Agreement.
Appears in 3 contracts
Sources: Credit Agreement (Quest Resource Holding Corp), Credit Agreement (Quest Resource Holding Corp), Credit Agreement (Quest Resource Holding Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur and be continuing beyond any cure period provided for in this Agreement with respect to such Event of Default, the Agent may (i) by notice to the Company, (A) declare the Commitments of the Lenders to be terminated, whereupon the same shall immediately terminate forthwith terminate, and (B) declare the entire unpaid principal amount of the Loans and any Notes, all interest accrued and unpaid thereon and all other Obligations, including without limitation, (subject only to any limitation imposed by applicable law) all out-of-pocket expenses, including, without limitation, attorneys’ fees and legal expenses, incurred by any Lender in endeavoring to collect any amounts payable hereunder which are not paid when due, whether by acceleration or otherwise, all of which expenses shall be deemed added to the Obligations hereunder immediately upon the occurrence of an Event of Default, to be forthwith due and payable, whereupon the Loans and any Notes, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or further notice of any kind; and, if any other Event all of Default which are hereby expressly waived by the Company, provided that upon the occurrence of an actual or deemed entry of an order for relief with respect to the Company under the Bankruptcy Code, the result which would otherwise occur only upon giving of notice by the Agent to the Company as specified in this clause (i) shall occur and be continuingautomatically, without the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company giving of any such declarationnotice; and (ii) whether or not the actions referred to in clause (i) have been taken, but failure (A) exercise any or all of the Lenders’ and/or the Agent’s rights and remedies under the Collateral Documents, and (B) proceed to do so shall not impair enforce all other rights and remedies available to the effect of such declaration. Any cash collateral delivered hereunder shall be held by Lenders and the Administrative Agent (without liability for interest thereonacting on behalf of the Lenders) under the Loan Documents and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electapplicable law.
Appears in 3 contracts
Sources: Loan Agreement (Marrone Bio Innovations Inc), Loan Agreement (Marrone Bio Innovations Inc), Loan Agreement (Marrone Bio Innovations Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 3 contracts
Sources: Credit Agreement (Nashua Corp), Credit Agreement (Nashua Corp), Credit Agreement (Nashua Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur occurs in respect of the Companyany Borrower, then the Commitments shall will immediately terminate and the Loans and all other Obligations hereunder shall under this Agreement will become immediately due and payable and the Company shall Borrowers will become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if . If any other Event of Default shall occur occurs and be is continuing, the then Administrative Agent may (and, upon the written request of the Required Lenders shall) declare declare, in a written notice to Borrower Representative, the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder under this Agreement to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall will immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall under this Agreement will become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kindkind (other than as expressly provided for above in this sentence). The Administrative Agent shall promptly advise the Company Borrower Representative of any such declaration, but failure to do so shall will not impair the effect of any such declaration. Any cash collateral delivered hereunder shall under this Agreement will be held by the Administrative Agent (without liability for interest thereon) and applied by Administrative Agent to the any remaining Obligations arising in connection with under this Agreement, and any drawing under excess will be delivered to Borrower Representative or as a Letter court of Creditcompetent jurisdiction elects. After the expiration or termination of all Letters of Credit, all such cash collateral shall will be applied by the Administrative Agent to any remaining Obligations hereunder under this Agreement and any excess shall will be delivered to the Company Borrower Representative or as a court of competent jurisdiction may electelects.
Appears in 3 contracts
Sources: Credit Agreement (AgileThought, Inc.), Credit Agreement (AgileThought, Inc.), Credit Agreement (LIV Capital Acquisition Corp.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Synagro Technologies Inc), Credit Agreement (Synagro Technologies Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 10.1.2 shall occur in respect and be continuing, all Liabilities of such Borrower, or if such Event of Default relates to any CCPA Pledgor (not consisting of Conseco or any Significant Subsidiary) (or if any Event of Default under subsection (f) or (g) of Section 5.01 of the CompanyAppendix (as such term is defined in the Conseco Guaranty), the Commitments made applicable to Conseco, CIHC or any other Significant Subsidiary pursuant to Sections 10.1.6 and 10.1.7 hereof, shall immediately terminate occur and the Loans and be continuing as to Conseco, CIHC or any CCPA Pledgor consisting of any Significant Subsidiary), all other Obligations hereunder Liabilities of all Borrowers, shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andor shall, upon the written request of the Required Lenders shallBanks) declare the Commitments all Liabilities with respect to be terminated in whole such Borrower, or in part and/or declare all if such Event of Default relates to Conseco, CIHC, or any part CCPA Pledgor, all Liabilities of the Loans and all other Obligations hereunder Borrowers, to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (all Liabilities with respect to such Borrower or be reducedall Borrowers, as applicable) and/or the Loans and other Obligations hereunder case may be, shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise such Borrower or all Borrowers, as the Company case may be, and each Bank of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing or any provision of Section 13.1, the effect of an Event of Default of any event described in Section 10.1.2 may be held waived by the written concurrence of the Banks holding 100% of the aggregate unpaid principal amount of the Loans, and the effect of an Event of Default of any other event described in this Section 10 may be waived as provided in Section 13.1. In any such circumstance where the Liabilities of any Borrower or all Borrowers (as the case may be) have become immediately due and payable, whether automatically or upon any such declaration (as the case may be), the Administrative Agent may (without liability for interest thereonor shall, upon the written request of the Required Banks) exercise or not exercise, as it deems appropriate, on behalf of itself and applied the Banks, any and all other rights and remedies available (including after taking into account, as to Conseco and CIHC only, the Obligations arising restrictions set forth in connection Sections 2.1 and 6.1 of the Conseco Guaranty (except with respect to said Section 6.1, if the restrictions set forth in Section 6.1 of the Conseco Guaranty have been rendered inoperative or have been otherwise qualified pursuant to Section 6.2 or Section 6.4 of the Conseco Guaranty)) to it and the Banks under the Loan Documents and/or applicable law against such Borrower or all Borrowers or any drawing under a Letter of Credit. After combination thereof (as the expiration or termination of all Letters of Creditcase may be), such cash collateral shall be applied by the Administrative Agent to Conseco, CIHC, and/or any remaining Obligations hereunder CCPA Pledgor and any excess shall be delivered to the Company or as a court of competent jurisdiction may electtheir respective property.
Appears in 2 contracts
Sources: Guaranty (Conseco Inc), Guaranty (Conseco Inc)
Effect of Event of Default. If If:
(a) any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments Term Loan Commitment shall immediately terminate and the Loans Term Loan and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if ;
(b) any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Term Loan Commitment to be terminated or reduced in whole or in part and/or declare all or any part of the Loans Term Loan and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments Term Loan Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans Term Loan and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind, and
(c) any Event of Default shall occur and be continuing, Lender shall have (i) all rights and remedies provided for in this Agreement and the other Loan Documents, (ii) all rights and remedies provided by the UCC (in each applicable jurisdiction) and (iii) all rights and remedies provided by any other applicable law (including, without limitation, all other legal and equitable remedies available to Lender). The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Loan and Security Agreement (Kinsale Capital Group, Inc.), Loan and Security Agreement (Kinsale Capital Group, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Funds Administrator of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13.1.1 or Section 13.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 13 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Funds Administrator or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Thane International Inc), Credit Agreement (Thane International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 7.1(e) shall occur in respect of the Companyand is continuing, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable payable, and the Company Max Bermuda shall become immediately obligated to Cash Collateralize all Letters deliver to the Administrative Agent cash collateral in an amount equal to 102% of Credit, the outstanding LC Obligations all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andmay, and upon the written request of the Required Lenders shall) declare , terminate the Aggregate Commitments to be terminated in whole or in part and/or hereunder and declare all or any part portion of the Loans and all other Obligations hereunder to be due and payable payable, and/or demand that Max Bermuda immediately deliver to the Company immediately Administrative Agent Cash Collateralize and Cash Equivalents in an amount equal to 102% of the outstanding LC Obligations whereupon the Aggregate Commitments shall terminate and all or any Letters such portion of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (payable, and/or demand that Max Bermuda immediately deliver to the Administrative Agent Cash and Cash Equivalents in whole or in part, as applicable) and/or an amount equal to the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), outstanding LC Obligations all without presentment, demand, protest or further notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 7.1(a) may not be held waived except by consent of all of the Lenders and acknowledged by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 2 contracts
Sources: Credit Agreement (Max Capital Group Ltd.), Credit Agreement (Max Capital Group Ltd.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 11.1.1 or Section 11.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 11 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Semco Energy Inc), Credit Agreement (Semco Energy Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Revolving Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Revolving Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Revolving Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder by the Company to the Agent shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Allied Products Corp /De/), Credit Agreement (Allied Products Corp /De/)
Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the -------------- -------------- written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written ---------- concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (United Rentals Inc), Credit Agreement (United Road Services Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Compudyne Corp), Credit Agreement (Asg Sub Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 12.1.1 or SECTION 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this SECTION 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (U S Liquids Inc), Credit Agreement (U S Liquids Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the Dollar Equivalent of the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent of the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13.1.1 or 13.1.4 may be waived in writing by all the Lenders, and the effect as an Event of Default or any other event described in this Section 13 may be waived in writing by the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Lecg Corp), Credit Agreement (Lecg Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Companyany Co-Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Co-Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Co-Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Co-Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Co-Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Co-Borrowers or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (FreightCar America, Inc.), Credit Agreement (FreightCar America, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Companyany Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately jointly and severally obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become jointly and severally obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Landauer Inc), Credit Agreement (Landauer Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any Subject to the terms of the Intercreditor Agreement, any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Primoris Services Corp), Credit Agreement (Primoris Services Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement and in any other instrument or agreement securing, evidencing or relating to the Obligations, including, without limitation, the Collateral Documents and the other Loan Documents, and all rights and remedies of a creditor under any applicable law or at equity.
Appears in 2 contracts
Sources: Credit Agreement (Concur Technologies Inc), Credit Agreement (Concur Technologies Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by Notwithstanding the Administrative Agent (without liability for interest thereon) and applied to foregoing, the Obligations arising effect as an Event of Default of any event described in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.Section 12.1.1
Appears in 2 contracts
Sources: Credit Agreement (Fargo Electronics Inc), Credit Agreement (Fargo Electronics Inc)
Effect of Event of Default. If Notwithstanding anything to the contrary contained in this Agreement, if any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Parent of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by The Borrower also waives the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination benefit of all Letters of Creditvaluation, such cash collateral shall be applied appraisal and exemption laws. UPON THE OCCURRENCE OF AN EVENT OF DEFAULT, EACH BORROWER HEREBY WAIVES ALL RIGHTS TO NOTICE AND HEARING OF ANY KIND PRIOR TO THE EXERCISE BY THE LENDER OF ITS RIGHTS TO REPOSSESS THE COLLATERAL WITHOUT JUDICIAL PROCESS OR TO REPLEVY, ATTACH OR LEVY UPON THE COLLATERAL WITHOUT PRIOR NOTICE OR HEARING. Each Borrower acknowledges that it has been advised by the Administrative Agent its counsel with respect to any remaining Obligations hereunder this transaction and any excess shall be delivered to the Company or as a court of competent jurisdiction may electthis Agreement, including, without limitation, all waivers contained herein.
Appears in 2 contracts
Sources: Credit Agreement (Aviv REIT, Inc.), Credit Agreement (Aviv REIT, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(d) shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Sources: Credit Agreement (Centene Corp), Credit Agreement (Centene Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of CreditL/C Obligations, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of CreditL/C Obligations, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit L/C Obligations (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the L/C Obligations arising in connection with any drawing under a Letter of Creditas and to the extent due. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. During the existence of any Event of Default or Default the Administrative Agent shall specifically be permitted to communicate directly with the Company’s certified public accountants and Company hereby authorizes and instructs those accountants to disclose such financial information as the Administrative Agent shall request.
Appears in 2 contracts
Sources: Credit Agreement (Titan International Inc), Credit Agreement (Titan International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and 1377643.07 other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement, the other Loan Documents and in any other instrument or agreement securing, evidencing or relating to the Obligations, and all rights and remedies of a creditor under any applicable law or at equity.
Appears in 1 contract
Sources: Credit Agreement (Cpi Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate and the Loans Note and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall immediately become immediately obligated to Cash Collateralize deliver to the Bank cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent Bank may (and, upon the written request of the Required Lenders shall) declare the Commitments Commitment (if it has not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Note and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Bank cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans Note and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Bank cash collateral in an amount equal to the outstanding face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent Bank shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Bank (without liability for interest thereon) and applied to the Obligations obligations arising in connection connections with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Bank to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (American Railcar Industries, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Companies of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. 13.2.1 If any Event of Default described in Section 13.1.4 shall occur in respect of Borrower, (i) the Company, the 2019 Term Loan Commitments shall automatically and immediately terminate and (ii) the Term Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if .
13.2.2 If (i) any other Event of Default shall occur and be continuing, the Administrative Agent may (andshall, upon the written request (and only upon such request) of the Required Lenders shall) 2019 Term Lenders, declare the 2019 Term Loan Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpart, whereupon the 2019 Term Loan Commitments shall immediately terminate (or be reduced, as applicable); and/or (ii) and/or any other Event of Default shall occur and be continuing (including but not limited to any 2019 Financial Covenant Event of Default), the Administrative Agent shall, upon the written request (and only upon such request) of the Required 2019 Term Lenders, declare all or any part of the 2019 Term Loans and the other 2019 Term Loan Obligations hereunder to be due and payable, whereupon such 2019 Term Loans and other 2019 Term Loan Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. The ; and/or (iii) if any other Event of Default (excluding any 2019 Financial Covenant Event of Default) shall occur and be continuing, Administrative Agent may (and, upon the written request of the Required Lenders and the Required 2019 Term Lenders, shall) declare all or any part of the Term Loans and all other Obligations hereunder to be due and payable, whereupon the Term Loans and other Obligations hereunder shall become immediately due and payable, all without presentment, demand, protest or notice of any kind.
13.2.3 In each case above, Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder .
13.2.4 Notwithstanding any other provisions of this Agreement, and for the avoidance of doubt, if any other 2019 Financial Covenant Event of Default shall occur and be held by continuing, the Administrative Agent may (andx) (x) shall, upon the written request (and only upon such request) of the Required 2019 Term Lenders__________ shall), declare the 2019 Term Loan Commitments to be terminated in whole or in part, whereupon the 2019 Term Loan Commitments shall immediately terminate (or be reduced, as applicable), and/or (y) shall, upon the written request (and only upon such request) of the Required 2019 Term Lenders, declare all or any part of the 2019 Term Loans and allthe other 2019 Term Loan Obligations hereunder to be due and payable, whereupon thesuch 2019 Term Loans and such other 2019 Term Loan Obligations hereunder shall become immediately due and payable, all without liability for interest thereon) and applied to the Obligations arising in connection with presentment, demand, protest or notice of any drawing under a Letter of Creditkind. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent shall promptly advise Borrower of any such declaration, but failure to any remaining Obligations hereunder and any excess do so shall be delivered to not impair the Company or as a court effect of competent jurisdiction may electsuch declaration.
Appears in 1 contract
Sources: Term Loan Credit Agreement (Falconstor Software Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentmentnotice, demand, protest presentment, notice of dishonor, notice of acceleration, notice of intent to accelerate, notice of intent to demand, protest, or notice other formalities of any kind, all of which are hereby expressly waived by the Borrower; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentmentnotice, demand, protest presentment, notice of dishonor, notice of acceleration, notice of intent to accelerate, notice of intent to demand, protest, or notice other formalities of any kind, all of which are hereby expressly waived by the Borrower. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 12.1.1, SECTION 12.1.2 or SECTION 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this SECTION 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Input Output Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Company, the Commitments Commitment shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Commitment to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect. If any Event of Default occurs and is continuing, any amounts received by Lender on account of the Obligations shall be applied by Lender to the Obligations in such order as Lender may determine.
Appears in 1 contract
Sources: Credit Agreement (SPSS Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) Lenders, declare the respective Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower, or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Borrower and not be waived in accordance with Section 14.1, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kindkind (provided, however, that notwithstanding the foregoing, Hedging Obligations shall terminate only in accordance with the terms of the relevant Hedging Agreement); and, if any other Event of Default shall occur and be continuingcontinuing and not be waived in accordance with Section 14.1, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrowers in writing of any such declaration, but failure to do so notify Borrowers shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. 13.2.1 If any Event of Default described in Section (a) Sections 13.1.4 or 13.1.5, subject to any applicable grace periods, shall occur in respect of the Company, (i) the Commitments shall immediately terminate terminate, (ii) the L/C Sublimit shall be reduced in an amount equal to the L/C Sublimit (and the Issuing Lenders’ commitment pursuant to Section 2.1.2 to issue new Letters of Credit shall be correspondingly reduced), (iii) the Loans and all other Obligations hereunder shall become immediately due and payable and (iv) the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if (b) any other Event of Default shall occur and be continuing, (i) the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder hereunder, to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, Credit that have been issued and (ii) the Issuing Lenders may declare the L/C Sublimit reduced in an amount not to exceed the L/C Sublimit (with the Issuing Lenders’ commitment pursuant to Section 2.1.2 to issue new Letters of Credit correspondingly reduced) whereupon the such Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the such Letters of Credit (all or any, as applicable) and/or the commitments of the Issuing Lenders to issue Letters of Credit shall immediately terminate (or be reduced, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of CreditCredit issued, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
13.2.2 Notwithstanding anything to the contrary herein, the Administrative Agent may take any of the foregoing actions, exercise remedies, apply payments, perform, etc. against the Company as provided for herein, subject to Section 1.6; provided that, notwithstanding anything to the contrary set forth herein, if an Event of Default (other than pursuant to Section 13.1.4 or 13.1.5 or any Event of Default involving the fraud or willful misconduct of the Company) has occurred and is continuing and such Event of Default is capable of being cured pursuant to the making of a single Capital Call on the Investors, then the Company shall (in consultation with the Administrative Agent), to the extent it is necessary for the Company to issue a Capital Call to repay all or a portion of the Obligations, be permitted within five (5) Business Days of the earlier of (a) the Company’s knowledge of the occurrence of such Event of Default and (b) the delivery of notice by the Administrative Agent to the Company of the occurrence of such Event of Default, to issue a single Capital Call to the Investors (provided that the Company provide a copy of such Capital Call notice to the Administrative Agent within such timeframe), and the Administrative Agent shall not exercise its rights or any power of attorney to make a Capital Call directly on the applicable Investors; provided that (i) such Capital Call must require payment by such Investors within ten (10) Business Days after the date thereof (such tenth Business Day being the “Initial Payment Date”); (ii) the Capital Contributions and all other amounts paid in respect of such Capital Call are deposited timely into a Collateral Account; and (iii) such Capital Contributions and other payments by such Investors, together with any other funds held in any Collateral Account, shall be withdrawn by Administrative Agent to repay the Obligations as such amounts are received into such Collateral Accounts. Except to the extent provided in this Section 13.2.2, the Company agrees that (x) upon the occurrence and during the continuance of an Event of Default, the Administrative Agent shall have the exclusive right, on behalf of the Company and pursuant to the terms of the Operating Agreement, to control the issuance of Capital Call notices for the purpose of repaying the outstanding Obligations, and (y) nothing contained in this Section 13.2.2 shall in any way limit the ability of the Administrative Agent to exercise any additional remedies specified in the Loan Documents (including with respect to exercising all rights relating to the Collateral Accounts).
Appears in 1 contract
Sources: Credit Agreement (Jefferies Credit Partners BDC Inc.)
Effect of Event of Default. (a) If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyLoan Parties, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, (b) if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind, and (c) upon any Event of Default provided that any applicable notification and cure periods have lapsed, Lender shall have all (i) the right to setoff against any account of Borrowers held or maintained at Lender, including without limitation the LOC Account and the Pledged Account, the outstanding Obligations, (ii) rights and remedies provided for in this Agreement and the other Loan Documents, (iii) all rights and remedies provided by the UCC (in each applicable jurisdiction) and (iv) all rights and remedies in any other applicable law (including, without limitation, all other legal and equitable remedies available to Lender). The Administrative Agent Lender shall promptly advise the Company Loan Parties of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder LOC Liquidity in the LOC Account, shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Revolving Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of CreditCredit for which the Issuing Bank is liable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders shall) declare the Revolving Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable payable, and/or demand that the Company Borrowers immediately deliver to the Administrative Agent cash and Cash Collateralize Equivalent Investments and other cash collateral acceptable to the Issuing Bank in an amount equal to the outstanding face amount of all or any Letters of CreditCredit for which the Issuing Bank is liable, whereupon the Revolving Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans and other all Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)for which the Issuing Bank is liable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Sections 12.1.1, 12.1.4, 12.1.9 or 12.1.10 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations of such Borrower hereunder and any excess shall be delivered to the Company applicable Borrower or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Sources: Fifth Amended and Restated Credit Agreement (Hollinger International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Companies shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kindkind (provided, however, that notwithstanding the foregoing, Hedging Obligations shall terminate only in accordance with the terms of the relevant Hedging Agreement); and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the by written request of the Required Lenders shall) notice to Loan Parties declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind, except as otherwise expressly required in this Agreement and any other Loan Document. The Administrative Agent Lender shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Loan and Security Agreement (Kingsway Financial Services Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kindkind (except notices expressly required hereunder); and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) Lender shall declare the Commitments (if it has not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kindkind (except notices expressly required hereunder). The Administrative Agent Lender shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be held waived by the Administrative Agent (without liability for interest thereon) written consent of Lender, and applied to the Obligations arising effect as an Event of Default of any other event described in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall this Section 12 may be applied waived by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court written consent of competent jurisdiction may electLender.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in with respect of to the Company, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Commitment Amount shall be reduced to zero and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the outstanding Dollar Equivalent face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company in writing of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Sources: Credit Agreement (Regal Beloit Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companya Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Celadon Group Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1(b) shall occur in respect of the Companyoccur, the Commitments Commitment (if not theretofore terminated) shall automatically and immediately terminate terminate, and the Loans Notes and the Obligations and all other Obligations hereunder amounts payable under the Loan Documents shall become automatically and immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. Upon the occurrence of any Event of Default and during the continuance thereof (other than the event described in Section 12.1(b)), the Agent may (and shall, at the direction of the Required Banks) declare the Commitment (if not theretofore terminated) to be terminated and may also declare the Notes, the Obligations, all other amounts payable under the Loan Documents to be due and payable, whereupon the Commitment shall immediately terminate and the Notes and the Obligations shall become immediately due and payable, all without presentment, demand, protest or other notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held Except as expressly provided above in this Section presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Administrative Agent Borrower. Upon the occurrence of any Event of Default and during the continuance thereof, the Agent, may, at its option (without liability for interest thereon) and applied to shall, at the Obligations arising in connection with direction of the Required Banks), exercise any drawing of its rights under this Agreement, the other Loan Documents or any rights and remedies of a Letter of Credit. After secured party under the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electUniform Commercial Code.
Appears in 1 contract
Sources: Revolving Loan, Guaranty and Security Agreement (Suprema Specialties Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately and jointly and severally obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, (a) the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall become immediately become and jointly and severally obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), and (b) the Required Term B Lenders may declare all or any part of the Term B Loans and all other Obligations hereunder relating thereto to be due and payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent or the Required Term B Lenders shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder in connection with any Letter of Credit shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.. Notwithstanding any other provisions of this Agreement, after the Commitments shall have terminated and the Loans (with accrued interest thereon) and all other Obligations hereunder and under the Loan Documents (including without limitation the maximum amount of all contingent liabilities under Letters of Credit) shall have become due and payable, all amounts collected or received by the Administrative Agent or any Lender on account of amounts outstanding under any of the Loan Documents or in respect of the Collateral shall be paid over or delivered as follows: FIRST, to the payment of all fees, costs, expenses and indemnities of the Administrative Agent (in its capacity as such), including Attorney Costs, and any other Obligations owing to the Agent in respect of sums advanced by the Administrative Agent to preserve the Collateral or to preserve its security interest in the Collateral, until paid in full; SECOND, to the payment of all fees, costs, expenses and indemnities (including Attorney Costs) of the Lenders, pro-rata, until paid in full;
Appears in 1 contract
Sources: Credit Agreement (Epiq Systems Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize cash collateralize all Letters of CreditCredit pursuant to documentation satisfactory to the Bank, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, continuing and the Administrative Agent may (and, upon the written request of the Required Lenders shall) Bank shall declare the Commitments Commitment (if it has not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize cash collateralize all or any Letters of CreditCredit pursuant to documentation satisfactory to the Bank, whereupon then the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the cash collateralize all Letters of Credit (all or any, as applicable)pursuant to documentation satisfactory to the Bank, all without presentment, demand, protest or notice of any kind. The Administrative Agent Bank shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in this Section 12 may be waived in writing by the Bank. Any cash collateral delivered hereunder shall be held by the Administrative Agent Bank (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters each Letter of Credit, such the cash collateral related to such Letter of Credit shall be applied by the Administrative Agent Bank to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
2.26 Section 12 of the Credit Agreement is amended by adding a new Section 12.3 as follows:
Appears in 1 contract
Sources: Credit Agreement (Navteq Corp)
Effect of Event of Default. If (a) Upon the occurrence of any of the foregoing Events of Default under this Section 11, other than an Event of Default under Section 11.05, and in any such event, and at any time thereafter, if any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and then be continuing, the Administrative Agent may (andAgent, upon the written request of the Required Lenders shallLenders, shall by written notice to the Borrowers, take any or all of the following actions, without prejudice to the rights of the Administrative Agent, any Lender or the holder of any Note to enforce its claims against any Credit Party: (i) declare the Commitments principal of and any accrued interest in respect of and the Make-Whole with respect to be terminated in whole or in part and/or declare all or any part of the Bridge Loans and the Notes and all other Obligations owing hereunder and thereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditbe, whereupon the Commitments same shall immediately terminate (or be reducedbecome, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or other notice of any kind. The Administrative Agent shall promptly advise , all of which are hereby waived by each Credit Party; (ii) enforce, as Collateral Agent, all of the Company of Liens and security interests created pursuant to the Security Documents (iii) enforce each Guaranty; and (iv) apply any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be Collateral held by the Administrative Agent pursuant to Section 5.02 to the repayment of the Obligations.
(b) Upon the occurrence of an Event of Default specified in Section 11.05, (i) the principal of and any interest in respect of all Bridge Loans and Notes and Obligations owing hereunder and thereunder shall become immediately due and payable without liability for presentment, demand, or other notice of any kind, all of which are hereby waived by each Credit Party; (ii) if the principal amount of the Bridge Loans, the Notes and the Obligations are paid prior to May 21, 2019, whether in bankruptcy, pursuant to any court order or plan of reorganization, or otherwise, then the Make-Whole shall become immediately due and payable and (iii) the Administrative Agent, upon the written request of the Required Lenders, shall by written notice to the Borrower, take any or all of the following actions, without prejudice to the rights of the Administrative Agent, any Lender or holder of any Note to enforce its claims against any Credit party; (x) enforce, as Collateral Agent, all of the Liens and security interests created pursuant to the Security Documents; (y) enforce each Guaranty; and (z) apply any cash Collateral held by the Administrative Agent pursuant to Section 5.02 to the repayment of the Obligations. For the avoidance of doubt, in any event, no Exit Yield Enhancement or Make-Whole shall be due and payable to the extent (A) the Bridge Loans are rolled into a debtor-in-possession facility or refinanced by a debtor-in-possession facility in which the Required Lenders are participating, including a debtor-in-possession financing more thoroughly described on Exhibit K provided further such debtor-in-possession facility has a Make-Whole and Exit-Yield Enhancement as agreed to by the Required Lenders and/or (B) the Lenders are provided adequate protection in any bankruptcy case of any of the Credit Parties and pursuant to such adequate protection, the Credit Parties continue to pay interest thereondue and payable hereunder with respect to the Bridge Loans through May 21, 2019 (or, if earlier, the date upon which the Credit Parties emerge from any bankruptcy case) and applied there are no other payments of principal on the Bridge Loan prior to the Obligations arising May 21, 2019 other than in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent mandatory prepayment pursuant to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electSection 5.02.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 7.1(d) shall occur in respect of the Companyand is continuing, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable payable, and the Company Max Bermuda shall become immediately obligated to Cash Collateralize all Letters deliver to the Administrative Agent cash collateral in an amount equal to 102% of Credit, the outstanding LC Obligations all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andmay, and upon the written request of the Required Lenders shall) declare , terminate the Aggregate Commitments to be terminated in whole or in part and/or hereunder and declare all or any part portion of the Loans and all other Obligations hereunder to be due and payable payable, and/or demand that Max Bermuda immediately deliver to the Company immediately Administrative Agent Cash Collateralize and Cash Equivalents in an amount equal to 102% of the outstanding LC Obligations whereupon the Aggregate Commitments shall terminate and all or any Letters such portion of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (payable, and/or demand that Max Bermuda immediately deliver to the Administrative Agent Cash and Cash Equivalents in whole or in part, as applicable) and/or an amount equal to the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), outstanding LC Obligations all without presentment, demand, protest or further notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 7.1(a) may not be held waived except by consent of all of the Lenders and acknowledged by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize in full all Letters of Creditamounts estimated by the Fronting Lender as being potentially payable under all Drafting Agreements and all other Drafting arrangements (whether in writing or oral) then existing with any Manufacturer or Auction House, all without presentment, demand, protest or notice of any kind, and the Fronting Lender shall terminate all Drafting Agreements and all other Drafting arrangements (whether in writing or oral); and, if any other Event of Default shall occur and be continuing, (i) the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize in full all amounts estimated by the Fronting Lender as being potentially payable under all Drafting Agreements and all other Drafting arrangements (whether in writing or oral) then existing with any Letters of CreditManufacturer or Auction House, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize in full all amounts estimated by the Letters of Credit Fronting Lender as being potentially payable under all Drafting Agreements and all other Drafting arrangements (all whether in writing or any, as applicable)oral) then existing with any Manufacturer or Auction House, all without presentment, demand, protest or notice of any kindkind and (ii) the Fronting Lender in its sole discretion may, and at the request of the Required Lenders shall (and, to the extent the Commitments have been terminated, such request shall be deemed to have been made), terminate all Drafting Agreements and all other Drafting arrangements (whether in writing or oral). The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 11.1.1 or Section 11.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 11 may be waived by the written concurrence of the Required Lenders (except as provided in Section 13.1). Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter funding of Creditany Draft. After the expiration or termination of all Letters of CreditDrafting Agreements and all other Drafting arrangements (whether in writing or oral), such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Sources: Credit Agreement (Carmax Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Agents may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. During the existence of any Event of Default or Default the Agents shall specifically be permitted to communicate directly with the Company's certified public accountants and Company hereby authorizes and instructs those accountants to disclose such financial information as Agents shall request.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Centene Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the -------------- -------------- written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written ---------- concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments Revolving Authorization shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Revolving Authorization to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Revolving Authorization shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Revolving Loan Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Revolving Loan Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Revolving Loan Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess excess, together with all earnings thereon, if any, shall be delivered to the Company or as a court of competent jurisdiction may electdirect. No termination of the Revolving Loan Commitments pursuant to this paragraph shall relieve the Company or any of its Subsidiaries of any of the obligations arising or incurred under this Agreement, any Letter of Credit or any other Loan Document.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit in an amount equal to the undrawn outstanding amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit in an amount equal to the undrawn outstanding amount of all Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect, provided that if no Event of Default is continuing such Cash Collateral will be promptly returned to the Company.
Appears in 1 contract
Effect of Event of Default. 11.12.1 If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyCompany (regardless as to whether the time periods specified therein shall have expired), the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The .
11.12.2 If practical, the Administrative Agent shall use its reasonable efforts to promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. declaration nor result in liability of any kind or nature to Administrative Agent and the Lenders.
11.12.3 Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
11.12.4 If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement, the other Loan Documents and in any other instrument or agreement securing, evidencing or relating to the Obligations, and all rights and remedies of a creditor under any applicable Law or at equity.
11.12.5 Following the occurrence and declaration of an Event of Default by the Agent under this Agreement, the Administrative Agent may exercise its rights under the LSMS Agreement as set forth therein.
Appears in 1 contract
Sources: Loan Modification Agreement (Pioneer Financial Services Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(c) shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. Notwithstanding the foregoing, it is understood and agreed that, (x) the Administrative Agent and the Lenders shall not be permitted to take any of the foregoing actions with respect to any Unmatured Event of Default or Event of Default occurring during the period between the Effective Date and the Closing Date and (y) during the period between the Effective Date and the Closing Date, the Administrative Agent and the Lenders shall not have any right to terminate any unused Commitments for any reason, whether upon the occurrence of any Unmatured Event of Default or Event of Default otherwise; provided that the foregoing shall not alter the obligation of the Company to satisfy the conditions precedent to the funding of the Loans by the Lenders on the Effective Date and the Closing Date set forth in Sections 12.1 and 12.2, respectively.
Appears in 1 contract
Sources: Credit Agreement (Centene Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company each Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company each Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company each Borrower shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or anyand/or the Agent may instruct the Security Trustee to exercise its rights, as applicable)powers and authorities relating to enforcement under the Collateral Documents, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may shall, at the request of, or may, with the consent of, the Majority Banks, (andi) by notice to the Borrower, upon the written request of the Required Lenders shall(A) declare the Commitments of the Banks (other than their respective L/C Commitments with respect to outstanding Letters of Credit) and any obligations of the Issuing Bank to issue, amend or renew Letters of Credit, to be terminated in whole terminated, whereupon the same shall forthwith terminate, and (B) declare an amount equal to the maximum aggregate amount that is or in part and/or at any time thereafter may become available for drawing under any outstanding Letters of Credit (whether or not any beneficiary shall have presented, or shall be entitled at such time to present, the drafts or other documents required to draw under such Letters of Credit) to be immediately due and payable, and declare all or any part the entire unpaid principal amount of the Loans and the Revolving Notes, all interest accrued and unpaid thereon and all other Obligations hereunder to be forthwith due and payable and/or demand that the Company immediately Cash Collateralize all or any payable, whereupon such amount with respect to Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and the Revolving Notes, all such accrued interest and all such other Obligations hereunder shall become immediately and be forthwith due and payable (in whole or in partpayable, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or further notice of any kind. The Administrative , all of which are hereby expressly waived by the Borrower; provided that if an event described in Sections 11.01(e) or 11.01(f) shall occur, the result which would otherwise occur only upon giving of notice by the Agent to the Borrower as specified in this clause (i) shall promptly advise occur automatically, without the Company giving of any such declarationnotice; and (ii) whether or not the actions referred to in clause (i) have been taken, but failure (A) exercise any or all of the Agent's rights and remedies under the Collateral Documents, and (B) proceed to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) enforce all other rights and applied remedies available to the Obligations arising in connection with any drawing Agent and the Banks under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder Loan Documents and any excess shall be delivered to the Company or as a court of competent jurisdiction may electapplicable law.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Infrastructure & Energy Alternatives, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, (A) the Administrative Agent may (and, upon the written request of the Required Lenders shallRevolving Lenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the all Letters of Credit Credit, and (B) the Administrative Agent (upon the request of the Majority Lenders) shall declare all or anyLoans and other obligations hereunder to be due and payable, as applicable)whereupon all Loans and other obligations hereunder shall become immediately due and payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Majority Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder in accordance with Section 7.2 and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Sources: Credit Agreement (Tokheim Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Loans and all other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) ), declare the respective Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Loan Party Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Loan Party Representative, on behalf of the Loan Parties, or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of any of the CompanyLoan Parties, the Commitments shall immediately terminate and the Revolving Loans and all other Obligations hereunder shall become immediately due and payable and the Company Companies shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Revolving Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Revolving Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Companies of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination or cancellation of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Uti Worldwide Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect occur:
(a) The Administrative Agent shall, at the request of, or may, with the consent of, the Majority Lenders, (i) by notice to the Borrowers, (A) declare the Commitments of the CompanyLenders to be terminated, whereupon the Commitments same shall immediately terminate forthwith terminate, and (B) declare the Loans entire unpaid principal amount of the Loans, all interest accrued and unpaid thereon and all other Obligations hereunder to be forthwith due and payable, whereupon the Loans, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or further notice of any kind; and, if all of which are hereby expressly waived by the Borrowers, provided that upon the occurrence of an actual or deemed entry of an order for relief with respect to any Credit Party under the Bankruptcy Code, or any other Event of Default shall occur and be continuing, the Administrative Agent may specified in Section 11.01(e) or (and, upon the written request of the Required Lenders shallf) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair which has the effect of such declaration. Any cash collateral delivered hereunder shall be held by staying actions against any Credit Party, the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter result which would otherwise occur only upon giving of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied notice by the Administrative Agent to the Borrowers as specified in this subsection shall occur automatically, without the giving of any remaining Obligations hereunder such notice; and (ii) whether or not the actions referred to in the foregoing clause (i) have been taken, exercise any excess shall be delivered or all of the Administrative Agent’s rights and remedies under the Loan Documents.
(b) The Collateral Agent shall, at the request of or may, with the consent of, the Majority Lenders, whether or not the actions referred to in Section 11.02(a) have been taken, (i) exercise any or all of the Collateral Agent’s rights and remedies under the Collateral Documents, and (ii) proceed to enforce all other rights and remedies available to the Company or as a court of competent jurisdiction may electCollateral Agent and the Lenders under the Collateral Documents and applicable law.
Appears in 1 contract
Sources: Credit Agreement (NRG Energy, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination written concurrence of all Letters of Creditthe Banks, such cash collateral shall be applied by and the Administrative Agent to effect as an Event of Default of any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction other event described in this Section 12 may elect.be
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect -------------------------- occur, the Lender may (i) by notice to the Purchaser, (A) declare its commitment to make additional Acquisition Loans to be terminated (but not its commitment to make additional Advances under the Credit Line unless Lender has accelerated the payment of Acquisition Loans and the outstanding Credit Line), upon which declaration such commitment to make additional Acquisition Loans shall forthwith terminate, and/or (B) declare the entire unpaid principal amount of the CompanyAcquisition Loans and the Acquisition Notes, the Commitments shall immediately terminate amounts owing under the Credit Line and the Loans Line of Credit Note, all interest accrued and unpaid on the foregoing and all other Obligations hereunder to be forthwith due and payable, whereupon the Acquisition Loans and the Acquisition Notes, the Credit Line and the Line of Credit Note, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable (and the Company Credit Line Commitment Term shall become immediately obligated to Cash Collateralize all Letters of Creditterminate), all without presentment, demand, protest or further notice of any kind; and, all of which are hereby expressly waived by the Purchaser, provided that if any other Event an event described in Section 6.01(h) or (i) shall occur, the result which would otherwise occur only upon giving of Default notice by the Lender to the Purchaser as specified in this clause (i) shall occur and be continuingautomatically, without the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company giving of any such declarationnotice; and (ii) whether or not the actions referred to in clause (i) have been taken, but failure (A) exercise any or all of the Lender's rights and remedies under the Collateral Documents, and (B) proceed to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) enforce all other rights and applied remedies available to the Obligations arising in connection with any drawing Lender under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder Acquisition Financing Documents and any excess shall be delivered to the Company or as a court of competent jurisdiction may electapplicable law.
Appears in 1 contract
Sources: Product Acquisition Financing Agreement (Xcel Pharmaceuticals Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the either Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Companies shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Companies of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Akorn Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 13.1.5 shall occur in respect of the Companyoccur, the Commitments Revolving Loan Commitment, the Term Loan Commitment, the Working Capital Commitment and the Letter of Credit Commitment (if not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations hereunder Liabilities (including, without limitation, all of Borrower's contingent reimbursement obligations with respect to LC Guaranties) shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent Lender may declare such Commitments (and, upon the written request of the Required Lenders shallif not theretofore terminated) declare the Commitments to be terminated in whole or in part and/or declare all or any part of and the Loans Notes and all other Obligations hereunder Liabilities (including, without limitation, all of Borrower's contingent reimbursement obligations with respect to LC Guaranties) to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the such Commitments (if not theretofore terminated) shall immediately terminate and the Notes and all other Liabilities (or be reducedincluding, as applicablewithout limitation, all of Borrower's contingent reimbursement obligations with respect to LC Guaranties) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or further notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 13 may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising Lender in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section Sections 13.1.4 or 13.1.5, subject to any applicable grace periods, shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (Morgan Stanley Direct Lending Fund)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Parent and other applicable Borrowers shall become immediately obligated to Cash Collateralize all Letters of CreditCredit then outstanding, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder or any other Loan Document to be due and payable and/or demand that the Company Parent and other applicable Borrowers immediately Cash Collateralize all or any outstanding Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Parent and other applicable Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), in each case as so declared and demanded, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Parent of any such declaration, or demand, but failure to do so shall not impair the effect of such declarationdeclaration or demand. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations (with respect to which the Person delivering such cash collateral is liable for) arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.Credit then
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Loan Parties or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyLoan Parties, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company each Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company each Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company each Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)) and/or the Administrative Agent may instruct the Security Trustee to exercise its rights, powers and authorities relating to enforcement under the Collateral Documents, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13.1.1 or Section 13.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 13 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Revolving Loans and all other Obligations hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders Lenders, shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Revolving Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Revolving Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Loan Party Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Loan Party Representative, on behalf of the Loan Parties, or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kindkind (provided, however, that notwithstanding the foregoing, Hedging Obligations shall terminate only in accordance with the terms of the relevant Hedging Agreement); and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder to the Lender shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Loan and Security Agreement (Therapeutics Acquisition Corp.)
Effect of Event of Default. If any Event of Default described shall occur, InterMune may (i) by notice to Purchaser, (A) declare its commitment to accept the Acquisition Note in Section 13.1.4 shall occur in respect place of the CompanyAcquisition Installment Payments to be terminated, upon which declaration such commitment to accept the Commitments Acquisition Note shall immediately terminate forthwith terminate, and/or (B) declare the entire unpaid outstanding principal amount of the Acquisition Note and all interest accrued and unpaid on the Loans foregoing and all other Obligations hereunder to be forthwith due and payable, whereupon the Acquisition Note and all such accrued interest shall become immediately and be forthwith due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by Purchaser; andprovided that if an event described in Section 6.01(f) or (g) shall occur, the result of which would otherwise occur only upon giving of notice by InterMune to Purchaser as specified in this clause (i) shall occur automatically, without the giving of any such notice; and (ii) whether or not the actions referred to in clause (i) have been taken, (A) exercise any or all of InterMune’s rights and remedies under the Collateral Documents, and (B) proceed to enforce all other rights and remedies available to InterMune under the Acquisition Documents and applicable law; and provided, further, that if any other an Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request occurs because of a breach of the Required Lenders shallcovenant set forth in Section 5.02(j) declare and InterMune elects to exercise its rights to the Commitments Collateral under Section 6 the Security Agreement, all obligations, whether outstanding or potentially arising in the future, owed to be terminated in whole or in part and/or declare all or any part of InterMune by Purchaser under the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Acquisition Note shall immediately terminate (or be reduced, as applicable) and/or the Loans released and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electterminated.
Appears in 1 contract
Sources: Note Issuance Agreement (Targanta Therapeutics Corp.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit and Existing Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Paying Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit and Existing Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit and Existing Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Paying Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Collateral Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit or Existing Letter of Credit. After the expiration or termination of all Letters of Credit and Existing Letters of Credit, such cash collateral shall be applied by the Administrative Paying Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if and in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andshall, upon the written request of the Required Lenders shall) Lenders, declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise Notwithstanding the Company foregoing, the effect as an Event of Default of any such declarationevent described in Section 12.1.1 or 12.1.3 may be waived by the written concurrence of all of the Lenders, but failure to do so shall not impair and the effect as an Event of such declarationDefault of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations of the Company hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the U.S. Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative U.S. Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the U.S. Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the U.S. Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative U.S. Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or -------------- Section 12.1.4 may be waived by the written concurrence of all of the Banks, and -------------- the effect as an Event of Default of any other event described in this Section ------- 12 may be waived by the written concurrence of the Required Banks. Any cash -- collateral delivered hereunder shall be held by the Administrative U.S. Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative U.S. Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Sources: Credit Agreement (United Rentals North America Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 8.1(d) shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the all Loans and all interest and other Obligations amounts due hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest demand or notice of any kindkind (all of which are hereby expressly waived by the Borrower); and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andwith the consent of the Required Banks, and shall upon the written request of the Required Lenders shall) Banks, declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all interest and other Obligations amounts due hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all interest and other Obligations amounts due hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest demand or notice of any kindkind (all of which are hereby expressly waived by the Borrower). The Administrative Agent shall promptly advise the Company Borrower and each Bank of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 8.1(a) or Section 8.1(d) may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination written concurrence of all Letters of Creditthe Banks, such cash collateral shall and the effect as an Event of Default of any other event described in Section 8.1 may be applied waived by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to written concurrence of the Company or as a court of competent jurisdiction may electRequired Banks.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described -------------------------- in Section 13.1.4 13.1(d) shall occur in respect occur, automatically all of the Company, the Commitments (if they --------------- have not theretofore terminated) shall immediately terminate and the Loans and automatically all other Obligations hereunder Liabilities shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest demand or notice of any kindkind all of which are hereby waived; and, if in the case of any other Event of Default, unless such Event of Default shall occur and be continuinghave been cured, (i) the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders, shall declare all Commitments (if they have not theretofore terminated) declare the Commitments to be terminated in whole or in part and/or whereupon all such Commitments (if they have not theretofore terminated) shall immediately terminate, and (ii) the Administrative Agent may and, upon the written request of the Required Lenders, declare all or any part of the Loans and all other Obligations hereunder Liabilities to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder all such Liabilities shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest demand or notice of any kind, all of which are hereby waived. The Administrative Agent shall promptly advise the Company and each Lender of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder Notwithstanding the foregoing, no rescission of a termination of the Commitments shall be held by made without the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination written consent of all Letters of Creditthe Lenders, such cash collateral and no rescission of any acceleration of any of the Loans shall be applied by made without the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to written consent of the Company or as a court Lenders holding 100% of competent jurisdiction may electthe aggregate unpaid principal amount of the Loans so accelerated.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.7 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.7 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electrequire.
Appears in 1 contract
Sources: Credit Agreement (Loews Cineplex Entertainment Corp)
Effect of Event of Default. If any Event of Default described in Section Sections 13.1.4 or 13.1.5, subject to any applicable grace periods, shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Secured Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (andwith the consent of the Required Lenders, and shall, upon the written request of the Required Lenders shall) Lenders, declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and. If any Event of Default described in Section 13.1.1 shall occur in respect of the Company, if then any Lender may declare such Lender’s Commitment to be terminated in whole or in part and/or declare all or any part of the Loans advanced by such Lender and all other Obligations owing to such Lender hereunder to be due and payable, whereupon such Commitment shall immediate terminate (or be reduced, as applicable) and/or such Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable), all without presentment, demand, protest or notice of any kind. If any other Event of Default (other than an Event of Default described in Sections 13.1.1 or 13.1.4) shall occur and be continuing, then the Administrative Agent may (and, upon the written request of the Required Lenders shall) ), subject to the terms of the Waiver and Omnibus Amendment Agreement (including Section 10 thereof), declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by Notwithstanding anything to the contrary in this Agreement, any and all rights and remedies of the Administrative Agent (without liability for interest thereon) and applied the Lenders upon the occurrence of an Event of Default are subject to the Obligations arising applicable terms of the Intercreditor Agreement so long as it is in connection effect. No Lender shall take any action to foreclose, enforce or realize upon (judicially or non-judicially) Liens on any Collateral except through the Collateral Agent and in accordance with the terms of the Intercreditor Agreement. The Lenders further agree that all proceeds of any drawing under a Letter such foreclosure, enforcement or realization will be shared in accordance with the terms of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electIntercreditor Agreement.
Appears in 1 contract
Sources: Credit Agreement (Proquest Co)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit and Existing Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit and Existing Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit and Existing Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit or Existing Letter of Credit. After the expiration or termination of all Letters of Credit and Existing Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
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