Common use of Notice of Litigation Clause in Contracts

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 12 contracts

Samples: Credit and Guaranty Agreement (American Reprographics CO), Credit and Guaranty Agreement (American Reprographics CO), Credit and Guaranty Agreement (Vca Antech Inc)

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Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, determined could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 4 contracts

Samples: Security Agreement (X Rite Inc), First Lien Credit and Guaranty Agreement (X Rite Inc), Credit and Guaranty Agreement (X Rite Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Belden & Blake Corp /Oh/), Credit and Guaranty Agreement (Carmike Cinemas Inc), Credit and Guaranty Agreement (Belden & Blake Corp /Oh/)

Notice of Litigation. Promptly upon any officer of Holdings Borrower or Company any Guarantor obtaining knowledge of (i) the institution of, or non-non frivolous threat of, any Adverse adverse Proceeding not previously disclosed in writing by Company Borrower to LendersLender, or (ii) any material development in any Adverse adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company Borrower to enable Lenders Lender and their its counsel to evaluate such matters;.

Appears in 3 contracts

Samples: Loan and Security Agreement (Daegis Inc.), Loan and Security Agreement (Unify Corp), Loan and Security Agreement (Unify Corp)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or Company any Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrowers to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, Effect or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company any Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Prommis Solutions Holding Corp.), Purchase Agreement (Prommis Solutions Holding Corp.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.)

Notice of Litigation. Promptly upon any officer of Holdings or Company the Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company the Borrower to the Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company the Borrower to enable the Lenders and their counsel to evaluate such matters;

Appears in 3 contracts

Samples: Credit Agreement (Amscan Holdings Inc), Abl Credit Agreement (Amscan Holdings Inc), Term Loan Credit Agreement (Amscan Holdings Inc)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such mattersmatters (subject to the preservation of attorney-client privileges and other applicable privileges);

Appears in 3 contracts

Samples: Credit and Guaranty Agreement (Sanmina-Sci Corp), Credit and Guaranty Agreement (Sanmina-Sci Corp), Credit and Guaranty Agreement (Sanmina-Sci Corp)

Notice of Litigation. Promptly upon any officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by the Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if not cured or if adversely determined, could determined would be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Day International Group Inc), Credit and Guaranty Agreement (Day International Group Inc)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or Company Borrowers obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrowers to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, determined could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company Borrowers to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Solera Holdings LLC), Credit and Guaranty Agreement (Solera Holdings, Inc)

Notice of Litigation. Promptly upon any officer Specified Officer of Holdings Parent or Company Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any material Adverse Proceeding not previously disclosed in writing by Company Borrower to LendersAdministrative Agent, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined), could be reasonably expected to have result in a Material Adverse EffectChange, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company requested by Administrative Agent to enable Lenders and their counsel to evaluate such matters;.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Mills Corp), Credit and Guaranty Agreement (Mills Limited Partnership)

Notice of Litigation. Promptly upon any officer of Holdings or Company Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrower to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Stanadyne Corp), Credit and Guaranty Agreement (Stanadyne Corp)

Notice of Litigation. Promptly upon any officer of Holdings Holding or Company obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company requested by a Lender to enable Lenders and their counsel it to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Houghton Mifflin Co), Credit and Guaranty Agreement (Hm Publishing Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either CLAUSE (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with 49 CREDIT AND GUARANTY AGREEMENT such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Taleo Corp), Credit and Guaranty Agreement (Taleo Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Amscan Holdings Inc), Credit and Guaranty Agreement (Amscan Holdings Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrower to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: First Lien Credit and Guaranty Agreement (Gentek Inc), Credit and Guaranty Agreement (Gentek Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, individually or in the aggregate, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company (without waiver of attorney-client or similar privilege) to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Term Loan and Guaranty Agreement (Autocam Corp/Mi), Credit and Guaranty Agreement (Autocam International LTD)

Notice of Litigation. Promptly upon any officer Officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, determined could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (SolarWinds, Inc.), Credit and Guaranty Agreement (SolarWinds, Inc.)

Notice of Litigation. Promptly upon any officer of Holdings or any Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse adverse Proceeding not previously disclosed in writing by the Company to Lendersthe Agent and the Holders, or (ii) any material development in any Adverse adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company the Companies to enable Lenders the Agent and the Holders and their counsel to evaluate such matters;

Appears in 2 contracts

Samples: Securities Purchase Agreement (Qsgi Inc.), Securities Purchase Agreement (Qsgi Inc.)

Notice of Litigation. Promptly upon any officer of Holdings Company or Company any Subsidiary obtaining knowledge of (i) the institution of, or non-non frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Company or Company its Subsidiaries to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Navisite Inc)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by the Company to Lendersthe Administrative Agent, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit Agreement (Bluestem Brands, Inc.)

Notice of Litigation. Promptly upon any officer of Holdings Company or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Company or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Connetics Corp)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings Parent or Company Borrower obtaining actual knowledge of (i) the institution of, or non-frivolous threat of, (i) any Adverse Proceeding not previously disclosed in writing by Company Borrower to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated herebyhereby or by any other Credit Document, written notice thereof together with such other information as may be reasonably available to Holdings Parent or Company Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Gabriel Communications Inc /De/)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse 75 Proceeding that, in the case of either (i) or (ii) if adversely determined, could would be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Kraton Polymers LLC)

Notice of Litigation. Promptly upon any officer of Holdings Parent or Company any of its Subsidiaries obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any such Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company requested by Administrative Agent to enable Lenders and their counsel to evaluate such matters;.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Dura Automotive Systems Inc)

Notice of Litigation. Promptly upon any officer of Holdings Company -------------------- or Company any of its Subsidiaries obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Company or Company any of its Subsidiaries (without waiver of attorney-client or similar privilege) to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ipc Acquisition Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Amscan Holdings Inc)

Notice of Litigation. Promptly upon any senior officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Services International LLC)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, determined could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (J Crew Group Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company any Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrowers to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, determined could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company such Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Revolving Loan and Guaranty Agreement (Fedders Corp /De)

Notice of Litigation. Promptly upon any officer of Holdings Company or Company any of its Subsidiaries obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Company or Company any of its Subsidiaries to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Nextlink Communications Inc /De/)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to SECOND LIEN CREDIT AGREEMENT EXECUTION 55 recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Carmike Cinemas Inc)

Notice of Litigation. Promptly (and in any event within 5 Business Days) upon any officer Authorized Officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, of any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Madison Square Garden Co)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Telvent Git S A)

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Notice of Litigation. Promptly upon any officer of Holdings or Company -------------------- obtaining knowledge of (i) the institution of, or non-frivolous nonfrivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated herebyhereby or any of the other Credit Documents, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Equinix Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company any of its Subsidiaries obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any such Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company requested by Administrative Agent to enable Lenders and their counsel to evaluate such matters;.

Appears in 1 contract

Samples: Guaranty Agreement (Dura Automotive Systems Inc)

Notice of Litigation. Promptly upon any officer of Holdings Parent or Company any of its Subsidiaries obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any such Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings requested by Administrative Agent or Company Requisite Lenders to enable Lenders and their counsel to evaluate such matters;.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Dura Automotive Systems Inc)

Notice of Litigation. Promptly upon any officer of Holdings Parent or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation consumma tion of, or to recover any damages or obtain relief as a result of, the Tender Offer, the Refinancing or any other transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Parent or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Payless Shoesource Inc /De/)

Notice of Litigation. Promptly upon any officer of Holdings Company or Company any of its Subsidiaries obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Company or Company any of its Subsidiaries (without waiver of attorney-client or similar privilege) to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Ipc Acquisition Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: First Lien Credit and Guaranty Agreement (Telvent Git S A)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other non-privileged information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Del Frisco's Restaurant Group, LLC)

Notice of Litigation. Promptly upon any officer of Holdings any of AcquisitionCo or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings any of AcquisitionCo or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (CVR Energy Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company any Loan Party obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company the Loan Parties to the Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company the Loan Parties to enable the Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Abl Credit Agreement (Amscan Holdings Inc)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings Parent Entity or Company Borrower obtaining knowledge of (i) the institution of, or non-non frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrower to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined), could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings Parent Entity or Company Borrower to enable Lenders Administrative Agent and their its counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Aurora Diagnostics Holdings LLC)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by the Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such mattersmatters (subject to the preservation of attorney-client privileges and other applicable privileges);

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Sanmina-Sci Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company the Borrower obtaining knowledge of (i) the institution of, or non-non frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company the Borrower to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company the Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (American Reprographics CO)

Notice of Litigation. Promptly upon any officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by the Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (American Achievement Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company Borrower obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company Borrower to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) ), if adversely determined, determined could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company Borrower to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Term Loan and Guaranty Agreement (Fedders Corp /De)

Notice of Litigation. Promptly upon any senior officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous written threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation consumma­tion of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (DynCorp International Inc)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by the Company to Lenders, the Lenders or (ii) any material development in any Adverse Proceeding that, in the case of either clause (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable the Lenders and their counsel to evaluate such matters;.

Appears in 1 contract

Samples: Senior Credit and Guaranty Agreement (Pogo Producing Co)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Bill Barrett Corp)

Notice of Litigation. Promptly upon any officer Authorized Officer of Holdings or the Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or the Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit Agreement (Emc Corp)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated herebyhereby or any of the other Credit Documents, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Equinix Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company -------------------- obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated herebyhereby or any of the other Credit Documents, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Equinix Inc)

Notice of Litigation. Promptly upon any officer of Holdings or Company obtaining knowledge of (i) the institution of, or non-frivolous threat of, any Adverse Proceeding not previously disclosed in writing by Company to Lenders, or (ii) any material development in any Adverse Proceeding that, in the case of either (i) or (ii) if adversely determined, could would be reasonably expected to have a Material Adverse Effect, or seeks to enjoin or otherwise prevent the consummation of, or to recover any damages or obtain relief as a result of, the transactions contemplated hereby, written notice thereof together with such other information as may be reasonably available to Holdings or Company to enable Lenders and their counsel to evaluate such matters;

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Kraton Polymers LLC)

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