Actions Under Support Documents Sample Clauses

Actions Under Support Documents. (a) The Collateral Agent shall not be obligated to take any action under this Agreement or any of the other Loan Documents except for the performance of such duties as are specifically set forth herein or therein. Notwithstanding the foregoing, subject to the provisions of Article V and Section 7.04, the Collateral Agent shall take any action under or with respect to the Loan Documents that is requested by the Applicable Lenders and which is not inconsistent with or contrary to the provisions of this Agreement or the other Loan Documents. The Collateral Agent may take, but shall have no obligation to take, any and all such actions under the Loan Documents or any of them to which it is a party or otherwise as the Collateral Agent shall deem to be in the best interests of the Secured Parties in order to maintain the Collateral pledged to it and protect and preserve such Collateral and the rights of the Secured Parties in respect thereof; provided, however, that, except as provided in paragraph (b) below or the last sentence of Section 5.03(d), in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Applicable Lenders, the Collateral Agent shall not foreclose any Lien on the Collateral or exercise any other remedies available to the Collateral Agent under any Loan Documents with respect to the Collateral or any part thereof. (b) If the Collateral Agent has requested instructions from the Applicable Lenders at a time when an Acceleration shall have occurred and the Applicable Lenders have not responded to such request within 30 days after such request is made, the Collateral Agent may take, but shall have no obligation to take, any and all actions under the Loan Documents or any of them or otherwise, including foreclosure of any Lien or any other exercise of remedies, as the Collateral Agent, in good faith, shall determine to be in the interests of the Secured Parties; provided, however, that, if instructions are thereafter received from the Secured Parties, then the actions of the Collateral Agent shall be subject to paragraph (a) above. 215 5
Sample 1See All (4)
AutoNDA by SimpleDocs
Actions Under Support Documents. Notices of ------------------------------------------- Enforcement; Etc.
Sample 1
Actions Under Support Documents. The Collateral Agent shall not be obligated to take any action under this Agreement or any of the other Loan Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of Article VII, the Collateral Agent shall take any action under or with respect to any Support Document or the Common Agreement which it is instructed to take in accordance with Article VIII and which is not inconsistent with or contrary to the provisions of this Agreement, any other Support Document or the Common Agreement. At any time that an Event of Default has occurred and is continuing, the Collateral Agent shall, subject in all cases to the provisions of Article VII, exercise or refrain from exercising all such rights, powers and remedies as shall be available to it under the Common Agreement, the Support Documents or any of them in accordance with any written instructions received from one or more of the Administrative Agents on behalf of the Required Enforcement Lenders. Absent written instructions from one or more of the Administrative Agents on behalf of the Required Enforcement Lenders at a time that an Event of Default has occurred and is continuing, the Collateral Agent may take, but shall have no obligation to take, any and all such actions under the Common Agreement, the Support Documents or any of them or otherwise as it shall deem to be in the best interests of the Secured Parties in order to maintain the Collateral and protect and preserve the Collateral and the rights of the Secured Parties.
Sample 1
Actions Under Support Documents. The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Support Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of Article V and Section 7.05, the Collateral Agent shall take any action under or with respect to the Support Documents that is requested by the Required Creditors and which is not inconsistent with or contrary to the provisions of this Agreement or the Support Documents. The Collateral Agent may take, but shall have no obligation to take, any and all such actions under the Support Documents or any of them or otherwise as it shall deem to be in the best interests of the Participating Creditors in order to maintain the Collateral and protect and preserve the Collateral and the rights of the Participating Creditors; PROVIDED, HOWEVER, that, except as provided in paragraph (b) below or the last sentence of Section 5.03(d), in the absence of written instructions (which may relate to the exercise of specific remedies or to the exercise of remedies in general) from the Required Creditors, the Collateral Agent shall not foreclose any Lien on the Collateral or exercise any other remedies available to it under any Support Documents with respect to the Collateral or any part thereof.
Sample 1
Actions Under Support Documents. (a) The Collateral Agent shall not be obligated to take any action under this Agreement or any Support Documents except for the performance of such duties as are specifically set forth herein or therein. (b) Subject to the provisions of Article III and Article IV, the Collateral Agent acting on behalf of the Secured Parties shall take any action under or with respect to the Support Documents that is in accordance with instructions that the Collateral Agent has received from the Required Secured Parties and that is not inconsistent with or contrary to the provisions of this Agreement, the Credit Agreement or the Support Documents. (c) The Collateral Agent may not exercise any remedy involving the acceptance of Collateral in full or partial satisfaction of any Obligation, to the extent available in any applicable jurisdiction, except with the consent of each Secured Party affected thereby. (d) This Section shall not be construed to apply to amendments, modifications or waivers of the Credit Agreement or any Support Document, which shall be subject to Article IV.
Sample 1
Actions Under Support Documents. The Collateral Agent shall not be obligated to take any action under this Agreement or any of the Support Documents except for the performance of such duties as are specifically set forth herein or therein. Subject to the provisions of Article VII, the Collateral Agent shall take any action under or with respect to the Support Documents which is requested by the Required Committed Secured Parties (or, at any time when a Notice of Enforcement is in effect, the Required Secured Parties) and which is not inconsistent with or contrary to the provisions of this Agreement or any other Support Document. At any time when a Notice of Enforcement shall be in effect, the Collateral Agent shall, subject in all cases to the provisions of Article VII, exercise or refrain from exercising all such rights, powers
Sample 1
Actions Under Support Documents. (a) The Collateral Agent shall not be obligated to take any action under this Agreement or any Support Documents except for the performance of such duties as are specifically set forth herein or therein. (b) Subject to the provisions of Article III and Article IV, the Collateral Agent acting on behalf of the Secured Parties shall take any action under or with respect to the Support Documents that is in accordance with instructions that the Collateral Agent has received from the Required Secured Parties and that is not inconsistent with or contrary to the provisions of this Agreement, the Credit Agreement or the Support Documents. (c) The Collateral Agent may not exercise any remedy involving the acceptance of Collateral in full or partial satisfaction of any Obligation, to the extent available in any applicable jurisdiction, except with the consent of each Secured Party affected thereby.
Sample 1
AutoNDA by SimpleDocs

Related to Actions Under Support Documents

  • Credit Support Documents Details of any Credit Support Document, each of which is incorporated by reference in, and made part of, this Agreement and each Confirmation (unless provided otherwise in a Confirmation) as if set forth in full in this Agreement or such Confirmation: (i) Guaranty dated as of the date hereof by Enron Corp. in favor of Party B as beneficiary thereof in the form attached hereto as Exhibit A, and (ii) ISDA Credit Support Annex attached hereto as Annex A.

  • Credit Support Document Party A: The Credit Support Annex, and any guarantee in support of Party A’s obligations under this Agreement. Party B: The Credit Support Annex, solely in respect of Party B’s obligations under Paragraph 3(b) of the Credit Support Annex.

  • Credit Support Default (1) Failure by the party or any Credit Support Provider of such party to comply with or perform any agreement or obligation to be complied with or performed by it in accordance with any Credit Support Document if such failure is continuing after any applicable grace period has elapsed; (2) the expiration or termination of such Credit Support Document or the failing or ceasing of such Credit Support Document to be in full force and effect for the purpose of this Agreement (in either case other than in accordance with its terms) prior to the satisfaction of all obligations of such party under each Transaction to which such Credit Support Document relates without the written consent of the other party; or (3) the party or such Credit Support Provider disaffirms, disclaims, repudiates or rejects, in whole or in part, or challenges the validity of, such Credit Support Document;

  • Certain Credit Support Events If (i) the L/C Issuer has honored any full or partial drawing request under any Letter of Credit and such drawing has resulted in an L/C Borrowing, (ii) as of the Letter of Credit Expiration Date, any L/C Obligation for any reason remains outstanding, (iii) the Borrower shall be required to provide Cash Collateral pursuant to Section 2.05 or 8.02(c), or (iv) there shall exist a Defaulting Lender, the Borrower shall immediately (in the case of clause (iii) above) or within one (1) Business Day (in all other cases) following any request by the Administrative Agent or the L/C Issuer, provide Cash Collateral in an amount not less than the applicable Minimum Collateral Amount (determined in the case of Cash Collateral provided pursuant to clause (iv) above, after giving effect to Section 2.15(a)(iv) and any Cash Collateral provided by the Defaulting Lender).

  • Organization; Authorization; Validity of Agreement; Necessary Action If such Company Y Shareholder is not a natural person, such Company Y Shareholder, as of the date hereof (i) is duly organized, validly existing and in good standing under the Laws of the jurisdiction in which it is organized (in the case of good standing, to the extent the concept is recognized by such jurisdiction) and (ii) has all corporate, limited partnership, trust or other organizational power and authority to execute and deliver this Agreement and to perform its obligations hereunder and to consummate the transactions contemplated by this Agreement. If such Company Y Shareholder is a natural person, he or she, as of the date hereof, has the legal capacity and authority to execute and deliver this Agreement and perform his or her obligations hereunder and to consummate the transactions contemplated by this Agreement. The execution and delivery by such Company Y Shareholder of this Agreement, the performance by such Company Y Shareholder of his, her or its obligations hereunder and the consummation by such Company Y Shareholder of the transactions contemplated by this Agreement have been duly and validly authorized by such Company Y Shareholder and no other actions or proceedings on the part of such Company Y Shareholder are necessary to authorize the execution and delivery by him, her or it of this Agreement, the performance by him, her or it of its obligations hereunder or the consummation by him, her or it of the transactions contemplated by this Agreement. This Agreement has been duly executed and delivered by such Company Y Shareholder and, assuming this Agreement constitutes a valid and binding obligation of Company T, constitutes a legal, valid and binding agreement of such Company Y Shareholder enforceable against such Company Y Shareholder in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights and to general equity principles (the “Bankruptcy and Equity Exception”).

  • Enforce Lock-Up Agreements During the Lock-up Period, the Company will enforce all agreements between the Company and any of its security holders that restrict or prohibit, expressly or in operation, the offer, sale or transfer of Shares or Related Securities or any of the other actions restricted or prohibited under the terms of the form of Lock-up Agreement. In addition, the Company will direct the transfer agent to place stop transfer restrictions upon any such securities of the Company that are bound by such “lock-up” agreements for the duration of the periods contemplated in such agreements, including, without limitation, “lock-up” agreements entered into by the Company’s officers and directors pursuant to Section 6(i) hereof.

  • Corporate Authorization; Validity of Agreement; Necessary Action Each of Parent and Merger Sub has all necessary corporate power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution, delivery and performance by each of Parent and Merger Sub of this Agreement and the consummation by them of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate action and no other corporate proceedings on the part of the Parent or Merger Sub are necessary to authorize the execution and delivery by them of this Agreement and the consummation by them of the transactions contemplated hereby. This Agreement has been duly and validly executed and delivered by Parent and Merger Sub, and constitutes the legal, valid and binding obligation of Parent and Merger, enforceable against each of them in accordance with its terms, except that (i) such enforcement may be subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws, now or hereafter in effect, affecting creditors' rights generally and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding may be brought.

  • Authorization; Validity of Agreement; Necessary Action Each of Parent and Merger Sub has full corporate power and authority to execute and deliver this Agreement and to consummate the Transactions. The execution, delivery and performance by Parent and Merger Sub of this Agreement and the consummation of the Transactions have been duly authorized by the boards of directors of each of Parent and Merger Sub and by Parent as the sole shareholder of Merger Sub, and no other corporate authority or approval on the part of Parent or Merger Sub is necessary to authorize the execution and delivery by Parent and Merger Sub of this Agreement and the consummation of the Transactions. This Agreement has been duly executed and delivered by Parent and Merger Sub and, assuming due and valid authorization, execution and delivery hereof by the Company, is the valid and binding obligation of each of Parent and Merger Sub enforceable against each of them in accordance with its terms, except that (i) such enforcement may be subject to applicable bankruptcy, insolvency or other similar laws, now or hereafter in effect, affecting creditors' rights generally, and (ii) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought.

  • Power; Due Authorization; Binding Agreement The Stockholder has all requisite legal capacity, power and authority to execute and deliver this Agreement, to perform his obligations under this Agreement, and to consummate the transactions contemplated by this Agreement. This Agreement has been duly and validly executed and delivered by the Stockholder and constitutes a valid and binding agreement of the Stockholder, enforceable against the Stockholder in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws relating to or affecting the enforcement of creditors rights generally and equitable principles of general applicability.

  • Transaction Agreements Except as expressly set forth herein, this Agreement is not intended to address, and should not be interpreted to address, the matters specifically and expressly covered by the other Transaction Agreements.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!