Acknowledgement of Events of Default Sample Clauses

Acknowledgement of Events of Default. The Credit Parties hereby acknowledge and agree that (a) the Credit Agreement and the other Credit Documents are in full force and effect, constitute the legal, valid and binding obligations of each of the Credit Parties, and are enforceable against each of the Credit Parties in accordance with their terms; (b) the security interests and liens in the Collateral granted to the Collateral Agent for the benefit of the Secured Parties pursuant to the Credit Agreement and the other Credit Documents are validly created, perfected and enforceable first priority security interests and liens; (c) as of the date hereof (but prior to the effectiveness of this letter agreement), (i) the outstanding principal balance of the Tranche A Term Loan as of February 21, 2008 is $100,466,666.67, (ii) the outstanding principal balance of the Tranche A-1 Term Loans as of February 21, 2008 is $36,533,333.33, (iii) the accrued but unpaid interest as of February 21, 2008 is $393,032.79 and (iv) the accrued but unpaid fees as of February 21, 2008 are $91,470.84 (excluding fees and expenses of legal counsel to the Administrative Agent); and (d) the Credit Parties have advised Agents and Lenders that each of the Events of Default specified on Schedule A attached hereto has occurred and is continuing on the date hereof (each such Event of Default, a “Specified Event of Default”, and collectively, the “Specified Events of Default”).
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Acknowledgement of Events of Default. The Borrower and the Guarantors hereby jointly and severally acknowledge and agree that (a) the Financial Reporting Defaults constitute “Events of Default” under the Credit Agreement, (b) the Specified Financial Information Default is not subject to cure, and (c) subject to Section 3.2 hereof, the Financial Reporting Defaults entitle the Agent and the Lenders to exercise their rights and remedies under the Loan Documents and applicable law. The Borrower and the Guarantors hereby jointly and severally further represent and warrant that as of the date hereof no other Defaults or Events of Default exist under the Loan Documents. The Borrower and the Guarantors hereby jointly and severally acknowledge and agree that, subject to Section 3.2 hereof, the Agent and the Lenders have the present right to exercise all remedies available under the Loan Documents and applicable law.

Related to Acknowledgement of Events of Default

  • Notification of Defaults and Events of Default Each Lender hereby agrees that, upon learning of the existence of a Default or an Event of Default, it shall promptly notify the Administrative Agent thereof. The Administrative Agent hereby agrees that upon receipt of any notice under this §14.10 it shall promptly notify the other Lenders of the existence of such Default or Event of Default.

  • Waiver of Events of Default The Holders representing at least 66% of the Voting Rights affected by a default or Event of Default hereunder may waive such default or Event of Default; provided, however, that (a) a default or Event of Default under clause (i) of Section 7.01 may be waived only by all of the Holders of Certificates affected by such default or Event of Default and (b) no waiver pursuant to this Section 7.04 shall affect the Holders of Certificates in the manner set forth in Section 11.01(b)(i) or (ii). Upon any such waiver of a default or Event of Default by the Holders representing the requisite percentage of Voting Rights affected by such default or Event of Default, such default or Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon except to the extent expressly so waived.

  • Notice of Events of Default The Issuer shall give a Responsible Officer of the Indenture Trustee and each Rating Agency prompt written notice of each Event of Default hereunder and each default on the part of the Servicer or the Seller of its obligations under the Sale and Servicing Agreement.

  • Additional Events of Default The parties hereto acknowledge, confirm and agree that the failure of Borrower or any Guarantor to comply with any of the covenants, conditions and agreements contained herein or in any other agreement, document or instrument at any time executed by Borrower or any Guarantor in connection herewith shall constitute an Event of Default under the Financing Agreements.

  • Certain Events of Default The following Events of Default will apply to the parties as specified below, and the definition of “Event of Default” in Section 14 is deemed to be modified accordingly:

  • Representations Undertakings and Events of Default 16 REPRESENTATIONS Each Original Obligor makes the representations and warranties set out in this clause 16 to each Finance Party on the date of this Agreement.

  • Notice of Defaults and Events of Default As soon as possible and in any event within ten (10) days after the occurrence of each Default or Event of Default, a written notice setting forth the details of such Default or Event of Default and the action which is proposed to be taken by the Borrower with respect thereto;

  • Definition of Events of Default “Event of Default” means the occurrence of any of the following:

  • Events of Default; Waiver The Holders of a Majority in liquidation amount of Preferred Securities may, by vote, on behalf of the Holders of all of the Preferred Securities, waive any past Event of Default and its consequences. Upon such waiver, any such Event of Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured, for every purpose of this Preferred Securities Guarantee, but no such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon.

  • Waiver of Event of Default The Majority Certificateholders may, on behalf of all Certificateholders, by notice in writing to the Trustee, direct the Trustee to waive any events permitting removal of any Master Servicer under this Agreement, provided, however, that the Majority Certificateholders may not waive an event that results in a failure to make any required distribution on a Certificate without the consent of the Holder of such Certificate. Upon any waiver of an Event of Default, such event shall cease to exist and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other event or impair any right consequent thereto except to the extent expressly so waived. Notice of any such waiver shall be given by the Trustee to the Rating Agency.

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