Common use of Notice of Default, Litigation and Material Adverse Effect Clause in Contracts

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer of any Borrower obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under (A) the Unsecured Notes Indenture or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), with a principal amount in excess of the Threshold Amount or (C) the ABL Credit Agreement, (ii) any litigation, or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (VERRA MOBILITY Corp), And Restatement Agreement (VERRA MOBILITY Corp), Credit Agreement (VERRA MOBILITY Corp)

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Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer officer of Holdings or any Borrower of its Subsidiaries obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under the Senior Notes Indentures (Aor in any indenture governing Indebtedness that refinances the Senior Notes) the Unsecured Notes Indenture or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, thereof or any Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), with a principal amount instrument in excess of the Threshold Amount or (C) the ABL Credit AgreementAmount, (ii) any litigation, litigation or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, (iii) any judgment entered against any Credit Party in an amount exceeding $10,000,000 , (iv) the assertion of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (v) the discharge of or any withdrawal or resignation by the Borrowers’ independent accountants or (iiivi) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Ryerson Holding Corp), Credit Agreement (Ryerson Holding Corp), Credit Agreement (Ryerson Holding Corp)

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer of any Borrower obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under (A) the Unsecured Notes Indenture Second Lien Credit Agreement or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), with a principal amount in excess of the Threshold Amount or (C) the ABL Credit Agreement, (ii) any litigation, or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (VERRA MOBILITY Corp), Credit Agreement (VERRA MOBILITY Corp), Intercreditor Agreement (VERRA MOBILITY Corp)

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer of any Borrower obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under (A) the Unsecured Notes Indenture First Lien Term Loan Credit Agreement or any refinancing thereof, (B) the Second Lien Term Loan Credit Agreement or any refinancing thereof, or (C) First Lien Incremental Equivalent/Refinancing NotesDebt, Permitted Pari Passu NotesSecond Lien Incremental Equivalent/Refinancing Debt, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), C) with a principal amount in excess of the Threshold Amount or (C) the ABL Credit AgreementAmount, (ii) any litigation, or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 3 contracts

Samples: Revolving Credit Agreement (VERRA MOBILITY Corp), Revolving Credit Agreement (VERRA MOBILITY Corp), Revolving Credit Agreement (VERRA MOBILITY Corp)

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer officer of Holdings or any Borrower of its Subsidiaries obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under the Senior Notes Indentures (Aor in any indenture governing Indebtedness that refinances the Senior Notes) the Unsecured Notes Indenture or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, thereof or any Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), with a principal amount instrument in excess of the Threshold Amount or (C) the ABL Credit AgreementAmount, (ii) any litigation, litigation or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, (iii) any judgment entered against any Credit Party in an amount exceeding $10,000,000, (iv) the assertion of any Intellectual Property Claim, if an adverse resolution could reasonably be expected to have a Material Adverse Effect; (v) the discharge of or any withdrawal or resignation by the Borrowers’ independent accountants or (iiivi) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Ryerson Holding Corp), Credit Agreement (Ryerson Holding Corp)

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer of any the Borrower obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under (A) the Unsecured Secured Notes Indenture or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), with a principal amount outstanding in excess of the Threshold Amount or (C) the ABL Credit AgreementFloor Plan Financing in each case of this clause (C), with a principal amount outstanding in excess of $75,000,000, (ii) any litigation, or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Custom Truck One Source, Inc.), Revolving Credit Agreement (Custom Truck One Source, Inc.)

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Notice of Default, Litigation and Material Adverse Effect. Promptly Promptly, and in any event within ten Business Days (or five Business Days in the case of succeeding sub-clause (i)) after any Responsible Officer of Senior Management of the Borrower or any Borrower of its Subsidiaries obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes (A) a Default or an Event of Default or any (B) a default or an event of default under any of the First Lien Credit Documents, the First Lien Notes Documents, any Permitted First Lien Refinancing Indebtedness (A) the Unsecured Notes Indenture or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (Bdocument governing the same), with a principal amount in excess any of the Threshold Amount Pulitzer Debt Documents or any Permitted Pulitzer Debt Refinancing Indebtedness (C) or any document governing the ABL Credit Agreementsame), (ii) any litigation, litigation or governmental investigation or proceeding pending against Holdings the Borrower or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would could reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would could reasonably be expected to have, a Material Adverse Effect.

Appears in 1 contract

Samples: Intercompany Subordination Agreement (Lee Enterprises, Inc)

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer of any Borrower obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under (A) the Unsecured Notes Indenture Term Loan Credit Agreement or any refinancing thereof, or (B) Refinancing Notes, Permitted Pari Passu Term Notes, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (B), with a principal amount in excess of the Threshold Amount or (C) the ABL Credit AgreementAmount, (ii) any litigation, or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 1 contract

Samples: Revolving Credit Agreement (Interior Logic Group Holdings, LLC)

Notice of Default, Litigation and Material Adverse Effect. Promptly after any Responsible Officer of any Borrower obtains knowledge thereof, notice of (i) the occurrence of any event which constitutes a Default or an Event of Default or any default or event of default under (A) the Unsecured Notes Indenture or any refinancing thereof, (B) Refinancing Notes, Permitted Pari Passu Notes, Permitted Junior Debt or other Indebtedness constituting debt for borrowed money, in each case of this clause (BA), with a principal amount in excess of the Threshold Amount or (CB) the ABL Credit Agreement, (ii) any litigation, or governmental investigation or proceeding pending against Holdings or any of its Subsidiaries (x) which, either individually or in the aggregate, has had, or would reasonably be expected to have, a Material Adverse Effect or (y) with respect to any Credit Document, or (iii) any other event, change or circumstance that has had, or would reasonably be expected to have, a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Interior Logic Group Holdings, LLC)

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