Common use of Subordination Provisions Clause in Contracts

Subordination Provisions. The Obligations of the ------------------------ Borrower and of Holdings shall cease to constitute senior indebtedness under the subordination provisions of the Stock Repurchase Notes or the Subordinated Note Indenture or such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; then, and in any such event, and at any time thereafter, if any Event of Default shall then be continuing, the Agent shall, upon the written request of the Required Lenders, by written notice to the Borrower, take any or all of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable without presentment, demand, protest or other notice of any kind, all of which are hereby waived by Holdings and the Borrower; (iii) enforce, as Collateral Agent (or direct the Collateral Agent to enforce), any or all of the Liens and security interests created pursuant to the Security Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (v) direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will pay) to the Collateral Agent at the Payment Office such additional amounts of cash, to be held as security for the Borrower's reimbursement obligations in respect of Letters of Credit then outstanding equal to the aggregate Stated Amount of all Letters of Credit then outstanding. Except as expressly provided in this Section and in the Security Documents, presentment, demand, protest and all other notices of any kind are hereby expressly waived with respect to the exercise of remedies upon an Event of Default.

Subordination Provisions. The Obligations Borrower or any Credit Party shall make any payment in violation of the ------------------------ Borrower and of Holdings shall cease to constitute senior indebtedness under the any subordination provisions of the Stock Repurchase Notes terms or the Subordinated Note Indenture or such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; then, and in any such event, and at any time thereafterconditions, if any, with respect to any Junior Financing; THEN, (1) upon the occurrence of any Event of Default shall then be continuingdescribed in Sections 8.01(f) or 8.01(g), automatically, and (2) upon the Agent shalloccurrence and during the continuance of any other Event of Default, at the request of (or with the consent of) the Requisite Lenders, upon the written request of the Required Lenders, by written notice to the BorrowerBorrower by the Administrative Agent, take (A) the Revolving Commitments, Tranche A Term Loan Commitments and Tranche B Term Loan Commitments, if any, of each Lender having such Revolving Commitments, Tranche A Term Loan Commitments and Tranche B Term Loan Commitments, respectively, and the obligation of the Issuing Bank to issue any or all Letter of Credit shall immediately terminate; (B) each of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest payable, in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable each case without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings each Credit Party: (1) the unpaid principal amount of and accrued interest and premium on the BorrowerLoans, (2) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (regardless of whether any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letters of Credit) and (3) all other Obligations; provided, the foregoing shall not affect in any way the obligations of Lenders under Section 2.03(b)(v) or Section 2.04(e); (iiiC) enforce, as Collateral the Administrative Agent (or direct may cause the Collateral Agent to enforce), enforce any or and all of the Liens and security interests created pursuant to the Security Collateral Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (vD) the Administrative Agent shall direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will Sections 8.01(f) or 8.01(g) to pay) to the Collateral Administrative Agent at the Payment Office such additional amounts of cashcash as reasonably requested by the Issuing Bank, to be held as security for the Borrower's reimbursement obligations in respect of Letters of Credit then outstanding equal to the aggregate Stated Amount of all Cash Collateralize Letters of Credit then outstanding. Except as expressly provided in this Section and in the Security Documents, presentment, demand, protest and all other notices of any kind are hereby expressly waived with respect to the exercise of remedies upon an Event of Default.

Subordination Provisions. The Obligations Borrower or any Credit Party shall make any payment in violation of the ------------------------ Borrower and of Holdings shall cease to constitute senior indebtedness under the any subordination provisions of the Stock Repurchase Notes terms or the Subordinated Note Indenture or such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; then, and in any such event, and at any time thereafterconditions, if any, with respect to any Subordinated Indebtedness; THEN, (1) upon the occurrence of any Event of Default shall then be continuingdescribed in Section 8.1(f) or 8.1(g), automatically, and (2) upon the Agent shalloccurrence of any other Event of Default, at the request of (or with the consent of) Requisite Lenders, upon the written request of the Required Lenders, by written notice to Borrower by Administrative Agent, (A) the BorrowerRevolving Commitments, take if any, of each Lender having such Revolving Commitments and the obligation of Issuing Bank to issue any or all Letter of Credit shall immediately terminate; (B) each of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest payable, in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable each case without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings each Credit Party: (I) the unpaid principal amount of and accrued interest on the BorrowerLoans, (II) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (regardless of whether any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letters of Credit), and (III) all other Obligations; provided, the foregoing shall not affect in any way the obligations of Lenders under Section 2.3(b)(v) or Section 2.4(e); (iiiC) enforce, as Collateral Administrative Agent (or direct the may cause Collateral Agent to enforce), enforce any or and all of the Liens and security interests created pursuant to the Security Collateral Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (vD) Administrative Agent shall direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will Sections 8.1(f) and (g) to pay) to the Collateral Administrative Agent at the Payment Office such additional amounts of cashcash as reasonably requested by Issuing Bank, to be held as security for the Borrower's ’s reimbursement obligations Obligations in respect of Letters of Credit then outstanding equal to the aggregate Stated Amount of all Letters of Credit then outstanding. Except as expressly provided in this Section and in the Security Documents, presentment, demand, protest and all other notices of any kind are hereby expressly waived with respect to the exercise of remedies upon an Event of Default.

Subordination Provisions. The Obligations of the ------------------------ Borrower and of Holdings Company shall cease fail to constitute senior indebtedness under comply with the subordination provisions of contained in the Stock Repurchase Notes or the Unsecured Subordinated Note Indenture or such the subordination provisions contained in the Unsecured Subordinated Note Indenture shall be invalidated or otherwise cease to be legal, valid declared null and binding obligations void; THEN (i) upon the occurrence of the parties thereto, enforceable in accordance with their terms; then, and in any such event, and at any time thereafter, if any Event of Default described in subsection 8.6 or 8.7, each of (a) the unpaid principal amount of and accrued interest on the Loans, (b) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (whether or not any beneficiary under any such Letter of Credit shall then have presented, or shall be continuingentitled at such time to present, the Agent shalldrafts or other documents or certificates required to draw under such Letter of Credit), upon the written request of the Required Lenders, by written notice to the Borrower, take any or all of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (iic) below all other Obligations shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate become immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to bepayable, whereupon the same shall become, forthwith due and payable without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings Company, and the Borrower; (iii) enforceobligation of each Lender to make any Loan, as Collateral Agent (or direct the Collateral Agent obligation of Issuing Lender to enforce), any or all of the Liens and security interests created pursuant to the Security Documents; (iv) terminate issue any Letter of Credit shall thereupon terminate, and (ii) upon the occurrence and during the continuation of any other Event of Default, Administrative Agent shall, upon the written request or with the written consent of Requisite Lenders, by written notice to Company, declare all or any portion of the amounts described in clauses (a) through (c) above to be, and the same shall forthwith become, immediately due and payable, and the obligation of each Lender to make any Loan, the obligation of Issuing Lender to issue any Letter of Credit shall thereupon terminate; provided that the -------- foregoing shall not affect in any way the obligations of Lenders under subsection 3.3C(i) or the obligations of Lenders to purchase participations in any unpaid Swing Line Loans as provided in subsection 2.1A(iv). Any amounts described in clause (b) above, when received by Administrative Agent shall be delivered to Administrative Agent and shall be held by Administrative Agent pursuant to the terms of the Collateral Account Agreement and shall be applied as therein provided. 109 Notwithstanding anything contained in the second preceding paragraph, if at any time within 60 days after an acceleration of the Loans pursuant to such paragraph Company shall pay all arrears of interest and all payments on account of principal which shall have become due otherwise than as a result of such acceleration (with interest on principal and, to the extent permitted by law, on overdue interest, at the rates specified in this Agreement) and all Events of Default and Potential Events of Default (other than non-payment of the principal of and accrued interest on the Loans, in each case which is due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to subsection 10.6, then Requisite Lenders, by written notice to Company, may at their option rescind and annul such acceleration and its consequences; but such action shall not affect any subsequent Event of Default or Potential Event of Default or impair any right consequent thereon. The provisions of this paragraph are intended merely to bind Lenders to a decision which may be terminated in accordance with its terms; and (v) direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will pay) to the Collateral Agent made at the Payment Office such additional amounts election of cash, Requisite Lenders and are not intended to be held as security for benefit Company and do not grant Company the Borrower's reimbursement obligations in respect right to require Lenders to rescind or annul any acceleration hereunder or preclude Lenders from exercising any of Letters of Credit then outstanding equal to their rights and remedies under the aggregate Stated Amount of all Letters of Credit then outstanding. Except as expressly provided in this Section and in the Security Loan Documents, presentment, demand, protest and all other notices of any kind even if the conditions set forth herein are hereby expressly waived with respect to the exercise of remedies upon an Event of Defaultmet.

Subordination Provisions. The Obligations failure by any holder of Senior Subordinated Notes Indebtedness (or any such holder’s representative or agent) to comply in any material respect with, or any breach in any material respect by any such Person of, any of the ------------------------ Borrower and subordination terms or conditions with respect to such Senior Subordinated Notes Indebtedness, or NewPageHoldCo or any Credit Party shall make any payment in violation of Holdings shall cease to constitute senior indebtedness under the subordination provisions of the Stock Repurchase Notes or the Subordinated Note Indenture or any such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; thenTHEN, and in any such event, and at any time thereafter, if (1) upon the occurrence of any Event of Default shall then be continuingdescribed in Section 8.1(f) or 8.1(g), automatically, and (2) upon the Agent shalloccurrence of any other Event of Default, at the request of (or with the consent of) Requisite Lenders, upon the written request of the Required Lenders, by written notice to NewPageCo by Administrative Agent, (A) the BorrowerRevolving Commitments, take if any, of each Lender having such Revolving Commitments and the obligation of Issuing Bank to issue any or all Letter of Credit shall immediately terminate; (B) each of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest payable, in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable each case without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings each Credit Party: (I) the unpaid principal amount of and accrued interest on the BorrowerLoans, and (II) all other Obligations; provided, the foregoing shall not affect in any way the obligations of Lenders under Section 2.3(b)(iv) or Section 2.4(e); (iiiC) enforce, as Collateral Administrative Agent (or direct the may cause Collateral Agent to enforce), enforce any or and all of the Liens and security interests created pursuant to the Security Collateral Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (vD) Administrative Agent shall direct the Borrower NewPageCo to pay (and the Borrower NewPageCo hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will 8.1(f) and (g) to pay) to the Collateral Administrative Agent at the Payment Office such additional amounts of cash, to be held as security for the Borrower's NewPageCo’s reimbursement obligations Obligations in respect of Letters of Credit then outstanding outstanding, equal to the aggregate Stated Amount of all Letters Letter of Credit then outstanding. Except as expressly provided in this Section and in the Security Documents, presentment, demand, protest and all other notices of any kind are hereby expressly waived with respect to the exercise of remedies upon an Event of DefaultUsage at such time.

Subordination Provisions. The Obligations Borrower or any Credit Party shall make any payment in violation of the ------------------------ Borrower and of Holdings shall cease to constitute senior indebtedness under the any subordination provisions of the Stock Repurchase Notes terms or the Subordinated Note Indenture or such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; then, and in any such event, and at any time thereafterconditions, if any, with respect to any Subordinated Indebtedness; THEN, (1) upon the occurrence of any Event of Default shall then be continuingdescribed in Section 8.1(f) or 8.1(g), automatically, and (2) upon the Agent shalloccurrence and during the continuance of any other Event of Default, at the request of (or with the consent of) the Requisite Lenders, upon the written request of the Required Lenders, by written notice to the BorrowerBorrower by the Administrative Agent, take (A) the Revolving Commitments, Tranche A Term Loan Commitments and Tranche B Term Loan Commitments, if any, of each Lender having such Revolving Commitments, Tranche A Term Loan Commitments and Tranche B Term Loan Commitments, respectively, and the obligation of the Issuing Bank to issue any or all Letter of Credit shall immediately terminate; (B) each of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest payable, in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable each case without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings each Credit Party: (I) the unpaid principal amount of and accrued interest on the BorrowerLoans, (II) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (regardless of whether any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letters of Credit), and (III) all other Obligations; provided, the foregoing shall not affect in any way the obligations of Lenders under Section 2.3(b)(v) or Section 2.4(e); (iiiC) enforce, as Collateral the Administrative Agent (or direct may cause the Collateral Agent to enforce), enforce any or and all of the Liens and security interests created pursuant to the Security Collateral Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (vD) the Administrative Agent shall direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will Sections 8.1(f) and 8.1(g) to pay) to the Collateral Administrative Agent at the Payment Office such additional amounts of cashcash as reasonably requested by the Issuing Bank, to be held as security for the Borrower's ’s reimbursement obligations Obligations in respect of Letters of Credit then outstanding equal outstanding. Any Event of Default under clause (d) of Section 8.1 deriving from a representation relating to the aggregate Stated Amount business or operations of all Letters Third Wave or its Subsidiaries (whether such representation is made alone or is made as part of Credit then outstanding. Except a representation concerning the Borrower and its Subsidiaries, taken as expressly provided a whole) made in this Section connection with the funding of Revolving Loans on the Restatement Date or during the Availability Period the proceeds of which are used for purposes other than Third Wave Consideration and in Related Expenditures shall not affect the Security Documents, presentment, demand, protest availability of Revolving Loans or Term Loans that otherwise would be available to fund Third Wave Consideration and all other notices of any kind are hereby expressly waived with respect to Related Expenditures during the exercise of remedies upon an Event of DefaultAvailability Period and the Restatement Date.

Subordination Provisions. The Obligations Failure by any holder of Senior Subordinated Notes Indebtedness (or any such holder’s representative or agent) to comply in any material respect with, or any breach in any material respect by any such Person of, any of the ------------------------ Borrower and subordination terms or conditions with respect to such Senior Subordinated Notes Indebtedness, or NewPageHoldCo or any Credit Party shall make any payment in violation of Holdings shall cease to constitute senior indebtedness under the subordination provisions of the Stock Repurchase Notes or the Subordinated Note Indenture or any such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; thenTHEN, and in any such event, and at any time thereafter, if (1) upon the occurrence of any Event of Default shall then be continuingdescribed in Section 8.1(f) or 8.1(g), automatically, and (2) upon the Agent shalloccurrence of any other Event of Default, at the request of (or with the consent of) Requisite Lenders, upon the written request of the Required Lenders, by written notice to NewPageCo by Administrative Agent, (A) the BorrowerRevolving Commitments, take if any, of each Lender having such Revolving Commitments and the obligation of Issuing Bank to issue any or all Letter of Credit shall immediately terminate; (B) each of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest payable, in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable each case without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings each Credit Party: (I) the unpaid principal amount of and accrued interest on the BorrowerLoans, and (II) all other Obligations; provided, the foregoing shall not affect in any way the obligations of Lenders under Section 2.3(b)(iv) or Section 2.4(e); (iiiC) enforce, as Collateral Administrative Agent (or direct the may cause Collateral Agent to enforce), enforce any or and all of the Liens and security interests created pursuant to the Security Collateral Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (vD) Administrative Agent shall direct the Borrower NewPageCo to pay (and the Borrower NewPageCo hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will 8.1(f) and (g) to pay) to the Collateral Administrative Agent at the Payment Office such additional amounts of cash, to be held as security for the Borrower's NewPageCo’s reimbursement obligations Obligations in respect of Letters of Credit then outstanding outstanding, equal to the aggregate Stated Amount of all Letters Letter of Credit then outstanding. Except as expressly provided in this Section and in the Security Documents, presentment, demand, protest and all other notices of any kind are hereby expressly waived with respect to the exercise of remedies upon an Event of DefaultUsage at such time.

Subordination Provisions. The Obligations Borrower or any Credit Party shall make any payment in violation of the ------------------------ Borrower and of Holdings shall cease to constitute senior indebtedness under the any subordination provisions of the Stock Repurchase Notes terms or the Subordinated Note Indenture or such subordination provisions shall be invalidated or otherwise cease to be legal, valid and binding obligations of the parties thereto, enforceable in accordance with their terms; then, and in any such event, and at any time thereafterconditions, if any, with respect to any Junior Financing; THEN, (1) upon the occurrence of any Event of Default shall then be continuingdescribed in Sections 8.01(f) or 8.01(g), automatically, and (2) upon the Agent shalloccurrence and during the continuance of any other Event of Default, at the request of (or with the consent of) the Requisite Lenders, upon the written request of the Required Lenders, by written notice to the BorrowerBorrower by the Administrative Agent, take (A) the Revolving Commitments, Tranche A Term Loan Commitments and Tranche B Term Loan Commitments, if any, of each Lender having such Revolving Commitments, Tranche A Term Loan Commitments and Tranche B Term Loan Commitments, respectively, and the obligation of the Issuing Bank to issue any or all Letter of Credit shall immediately terminate; (B) each of the following actions, without prejudice to the rights of the Agent or any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default -------- specified in Section 9.5 shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately and any Commitment Fee shall forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest payable, in respect of all Loans and all obligations owing hereunder (including Unpaid Drawings) and thereunder to be, whereupon the same shall become, forthwith due and payable each case without presentment, demand, protest or other notice requirements of any kind, all of which are hereby expressly waived by Holdings each Credit Party: (Ci) the unpaid principal amount of and accrued interest and premium on the BorrowerLoans, (Dii) an amount equal to the maximum amount that may at any time be drawn under all Letters of Credit then outstanding (regardless of whether any beneficiary under any such Letter of Credit shall have presented, or shall be entitled at such time to present, the drafts or other documents or certificates required to draw under such Letters of Credit) and (Eiii) all other Obligations; provided, the foregoing shall not affect in any way the obligations of Lenders under Section 2.03(b)(v) or Section 2.04(e); (iiiC) enforce, as Collateral the Administrative Agent (or direct may cause the Collateral Agent to enforce), enforce any or and all of the Liens and security interests created pursuant to the Security Collateral Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (vD) the Administrative Agent shall direct the Borrower to pay (and the Borrower hereby agrees upon receipt of such notice, or upon the occurrence of any Event of Default specified in Section 9.5 in respect of the Borrower, it will Sections 8.01(f) or 8.01(g) to pay) to the Collateral Administrative Agent at the Payment Office such additional amounts of cashcash as reasonably requested by the Issuing Bank, to be held as security for the Borrower's reimbursement obligations in respect of Letters of Credit then outstanding equal to the aggregate Stated Amount of all Cash Collateralize Letters of Credit then outstanding. Except as expressly provided in this Section and in the Security Documents, presentment, demand, protest and all other notices of any kind are hereby expressly waived with respect to the exercise of remedies upon an Event of Default.