Lender Cooperation. If either Lender obtains possession of any Collateral (other than cash collateral received in payment of a Loan in the ordinary course), such Lender shall hold such Collateral for the Pro Rata benefit of both Lenders. Each Lender agrees to cooperate with each other Lender in its efforts to realize upon Collateral and to exercise the rights of Lenders under the Security Documents, including the execution of such instruments, powers of attorney or other documents as an Enforcing Lender may require to perform in such capacity.
Lender Cooperation. Seller shall cooperate with and abide by the reasonable requests (assuming a reasonable number of requirements and requests, in the aggregate) of the financial institutions, investors, and/or government entities that provide construction or other financing or equity investment in or for Purchaser’s Facility or Purchaser (collectively referred to in this Agreement as the “Lender”). Upon written Notice to Seller, Purchaser may assign a collateral security interest in this Agreement to a Lender as collateral security, so long as such collateral assignment does not materially alter this Agreement; provided that any absolute assignment of this Agreement to a Lender shall occur only following and as the result of the exercise by such Lender of its remedies in connection with such a default by Purchaser under the applicable financing documents. Purchaser shall reimburse Seller for all reasonable, documented third party costs, including attorneys’ fees, incurred by Seller to comply with the provisions of this Section 13.14 within fifteen (15) Days following receipt of an invoice from Seller. Nothing in this Section 13.14, or Xxxxxx’s failure to execute the documents stated in this Section 13.14, shall relieve Purchaser of its payment obligations under this Agreement.
Lender Cooperation. The Lender agrees to execute at the request of the Company (a) a Lock Up Agreement referred to above or as otherwise requested by any underwriter for the IPO and any assignments thereof and (b) documents reasonably requested by the Company’s existing lenders with respect to payment and priority of the obligations created hereunder. The Lender reaffirms all Lock Up agreements or similar documents executed by them and agree that they will operate in favor of any underwriter of an IPO for the Company.
Lender Cooperation. Upon the request, and at the sole expense, of the Borrower, the Administrative Agent, each Lender to which the Borrower is required to make any payment pursuant to Section 2.14 or 2.15, and any Participant in respect of whose participation such payment is required, shall take reasonable steps to (i) afford the Borrower the opportunity to contest and (ii) cooperate with the Borrower in contesting the imposition of any Taxes giving rise to the requirement to make such payment. The Administrative Agent and each Lender to which the Borrower is required to make any payment pursuant to Section 2.14 or 2.15 agrees, upon the request of the Borrower, to use its reasonable efforts to take steps reasonably available to it and acceptable to the Borrower, including designating an alternative lending office or booking the affected Loan through another branch of an affiliate, if by doing so any such payment will be avoided or materially reduced, provided that taking such steps results in no additional costs to such Lender or Administrative Agent (other than costs that are paid by the Borrower) and is not otherwise disadvantageous to such Lender or Administrative Agent, in such Administrative Agent or Lender’s sole discretion determined in good faith.
Lender Cooperation. Each Lender agrees that, as promptly as practicable after it becomes aware of the occurrence of any event or the existence of a condition which would cause the provisions of Section 2.9 or Section 2.10 to be applicable to such Lender, it will, to the extent not inconsistent with such Lender’s internal policies, use reasonable efforts to make, fund or maintain the Loan through another lending office of such Lender if as a result thereof the additional monies which would otherwise be required to be paid in respect of the Loan pursuant to Section 2.9 would be materially reduced or the illegality or other adverse circumstances which would otherwise exist pursuant to Section 2.10 would cease to exist, and if, as reasonably determined by such Lender, the making, funding or maintaining of the Loan through such other lending office would not otherwise materially adversely affect the Loan or such Lender.
Lender Cooperation. In the event the Borrower has not drawn down, or elects not to draw down, the entire Commitment hereunder, the Lender shall, to the extent reasonably requested by the Borrower and subject to the terms and conditions herein, and at the Borrower's cost and expense, cooperate to allow the Borrower to refinance its Indebtedness existing on the date hereof with any other Person, including at any time and from time to time, upon the reasonable request of the Borrower, and at the Borrower's cost and expense, to execute and deliver any and all such further instruments and documents as the Borrower may reasonably request in order to carry out such refinancing, provided that such financing otherwise complies with the terms of Sections 7.2 and 7.3 hereof.
Lender Cooperation. (a) Each Lender agrees that, upon the occurrence of any event giving rise to the operation of Section 2.9, 2.10, 2.12(a) or 2.15 with respect to such Lender, it will, if requested by the Borrower and at the Borrower’s cost for all of such Lender’s out-of-pocket costs and expenses, use reasonable efforts (subject to overall policy considerations of such Lender) to designate another lending office for the Loan with the objective of avoiding or, if avoidance is not possible, reducing the consequences of such event; provided, that such designation is made on terms that, in the reasonable judgment of such Lender, cause such Lender and its lending office(s) to suffer no economic, legal or regulatory disadvantage.
Lender Cooperation. Each Lender hereby agrees that within 10 Business Days of the Closing Date, it shall complete any procedural formalities necessary for such Lender to become a Qualifying U.K. Lender. If a Lender fails to complete any of the necessary procedural formalities within 10 Business Days, then the U.K. Borrower shall have the option to replace such Lender in accordance with the terms of Section 10.13 of the Credit Agreement.
Lender Cooperation. 37 EXHIBITS Exhibit A Form of Note Exhibit B Form of Notice of Borrowing Exhibit C Opinion of Counsel to the Borrower Exhibit D Schedule of Equipment Exhibit E Pledge Agreement Exhibit F Security Agreement Exhibit G Intercreditor Agreement Exhibit H Theatre Properties Exhibit I Site Leases SCHEDULES Schedule 5.2 Litigation Schedule 5.17 Indebtedness Schedule 7.2 Liens CITADEL STANDBY CREDIT FACILITY THIS CITADEL STANDBY CREDIT FACILITY, dated as of this 28/th/ day of July, 2000 (as amended, modified and supplemented from time to time, this "Agreement"), is entered into by and between CITADEL HOLDING CORPORATION (together with its permitted successors and assigns, the "Lender"), a Nevada corporation with an office at 000 Xxxxx Xxxx Xxxxxx, Xxxxx 0000, Xxx Xxxxxxx, XX 00000, and XXXXXX HILL CAPITAL, L.L.C. (together with its permitted successors and assigns, the "Borrower"), a New York limited liability company with its chief executive office and principal place of business at 000 Xxxxx Xxxxxxxxx Xxxxxxxxx, Los Angeles, California 90048.
Lender Cooperation. Upon the (i) repayment of the Indebtedness in full or (ii) release of any Mortgaged Propert(ies) pursuant to Section 2.2 or Section 7.1(k), at Borrower’s request, Lender shall execute and deliver to Borrower instruments appropriate for filing in the applicable jurisdiction(s), prepared by Borrower and reasonably satisfactory to Lender, to, at Borrower’s election: (a) release and discharge the Liens of the Loan Documents on all Collateral (or the applicable portion thereof in the case of a release of less than all of the Mortgaged Properties pursuant to the terms of this Agreement) securing payment of the Indebtedness (or such applicable portion thereof in the case of a release of less than all of the Mortgaged Properties pursuant to the terms of this Agreement) (in each case subject to Borrower’s obligation to pay any associated fees and expenses), including all balances in the Collateral Accounts and the return of any Qualified Letters of Credit (or such applicable portion thereof in the case of the release of less than all of the Mortgaged Properties pursuant to the terms of this Agreement); and/or (b) (x) in the case of a repayment or prepayment in full of the Indebtedness, at Borrower’s request, assign the Mortgage(s) identified by Borrower to a new lender designated by Borrower and endorse the Notes identified by Borrower (and any other applicable Loan Documents identified by Borrower), to a new lender designated by Borrower and (y) in the case of a release of less than all of the Mortgaged Properties pursuant to the terms of this Agreement, assign the applicable Mortgage(s) identified by Borrower to a new lender designated by Borrower and sever the Notes identified by Borrower, at Borrower’s sole cost and expense, into multiple Notes, such that a separate Note or Notes shall represent the Allocated Loan Amount of the Mortgaged Property or Mortgaged Properties released pursuant to the terms of this Agreement and the other Note or Notes shall represent the Principal Indebtedness after giving effect to such release, and assign the Note(s) identified by Borrower representing the Allocated Loan Amount of the Mortgaged Property or Mortgaged Properties released to a new lender designated by Borrower.
