Common use of Advances Clause in Contracts

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 6 contracts

Samples: Security and Pledge Agreement (Nuvasive Inc), Security and Pledge Agreement (Nuvasive Inc), Security and Pledge Agreement (Good Times Restaurants Inc)

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Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 5 contracts

Samples: Security and Pledge Agreement (Duluth Holdings Inc.), Postpetition Security and Pledge Agreement (FTD Companies, Inc.), Security and Pledge Agreement (PRGX Global, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Secured Party may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Secured Party may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Secured Party may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Secured Party on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent Secured Party may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 4 contracts

Samples: Amended and Restated Security Agreement (Air T Inc), Security Agreement, Amended and Restated Security Agreement (Air T Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 4 contracts

Samples: Security and Pledge Agreement (AstroNova, Inc.), Security and Pledge Agreement, Security and Pledge Agreement (Inseego Corp.)

Advances. On failure If any Event of any Grantor to perform any of the covenants Default has occurred and agreements contained herein or in any other Loan Documentis continuing, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential LienLien (other than Permitted Liens and otherwise in accordance with the provisions of the other Credit Documents), expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may reasonably make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Pledgor on a joint and several basis basis, together with the other Credit Parties, promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgor of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim (a) except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPGAAP and (b) in accordance with the provisions of the other Credit Documents.

Appears in 3 contracts

Samples: Pledge Agreement (Griffin-American Healthcare REIT IV, Inc.), Pledge Agreement (Griffin-American Healthcare REIT III, Inc.), Pledge Agreement (Griffin-American Healthcare REIT III, Inc.)

Advances. On (a) Upon the occurrence of and during the existence of an Event of Default or (b) upon the failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or and upon prior written notice to the Obligors if, with respect to this clause (b), the Administrative Agent reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any other Loan DocumentCollateral, then in either case, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Security and Pledge Agreement (I3 Verticals, Inc.), Security and Pledge Agreement (I3 Verticals, Inc.), Security and Pledge Agreement (I3 Verticals, Inc.)

Advances. On (a) Upon the occurrence of an Event of Default and during the continuation thereof, or (b) upon the failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan DocumentDocument if, with respect to this clause (b), the Administrative Agent reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any Collateral, then in either case, the Administrative Agent may, at its sole option and in its sole discretiondiscretion upon notice to the applicable Obligors, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the as Default RateInterest. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Credit Agreement (Aaron's Company, Inc.), Credit Agreement (Aaron's Company, Inc.), Credit Agreement (Aaron's Company, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof in accordance with the Credit Agreement and demand therefor, shall constitute additional Secured Obligations and shall bear interest from in accordance with the date said amounts are expended at the Default RateCredit Agreement. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Security and Pledge Agreement (TopBuild Corp), Security and Pledge Agreement (TopBuild Corp), Security and Pledge Agreement (TopBuild Corp)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Collateral Agent may, at its sole option and in its sole reasonable discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default default hereunder, under any of the other Loan Documents or Event of Defaultunder any other documents relating to the Secured Obligations. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Pledge Agreement, Pledge Agreement (Huron Consulting Group Inc.), Pledge Agreement (Huron Consulting Group Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Security Agreement (Keyw Holding Corp), Security and Pledge Agreement (Omega Protein Corp), Security and Pledge Agreement (Epicor Software Corp)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may be reasonably deem advisable required in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Raterate then applicable under the Credit Agreement. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Security and Pledge Agreement (Balchem Corp), Security and Pledge Agreement (Balchem Corp), Security and Pledge Agreement (Balchem Corp)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein herein, or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 3 contracts

Samples: Security and Pledge Agreement (Trex Co Inc), Security and Pledge Agreement (Trex Co Inc), Security and Pledge Agreement (Trex Co Inc)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted Lien), expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may reasonably make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security and Pledge Agreement (Interface Inc), Security and Pledge Agreement (Interface Inc)

Advances. On failure Upon the occurrence and during the continuance of any Grantor an Event of Default, and to perform any of the covenants and agreements contained herein or in any other Loan Documentextent not prohibited by applicable Law, the Administrative Agent may, at its sole option and in its sole discretion, perform take such actions as it reasonably deems necessary for the same protection of the security interest in the Collateral granted hereby, or which may be compelled to make by operation of Law, and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent reasonably may make for the protection of the security hereof or which may be compelled to make by operation of Lawtherefor. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Administrative Agent has knowledge that such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Mohawk Industries Inc), Credit Agreement (Mohawk Industries Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, thereof (including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw). All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rateinterest rate set forth in Section 2.13(c) of the Credit Agreement. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Trinet Group Inc), Assignment and Assumption (Trinet Group Inc)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that the Administrative Agent may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Pledgors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Pledge Agreement (Dermira, Inc.), Pledge Agreement (Kala Pharmaceuticals, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, after reasonable notice to such Obligor (to the extent practicable) perform the same and in so doing may expend such sums as the Administrative Agent reasonably may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim claims and all other expenditures which that the Administrative Agent or the Secured Parties may reasonably make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent or the Secured Parties on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent or the Secured Parties may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Revolving Credit Agreement (IASIS Healthcare LLC), Credit Agreement (IASIS Healthcare LLC)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, after five (5) days written notice to the Obligors, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security and Pledge Agreement (Acadia Healthcare Company, Inc.), Security and Pledge Agreement (Acadia Healthcare Company, Inc.)

Advances. On Upon failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Indenture Document, the Administrative Collateral Agent maymay (but shall not be obligated to), at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Raterate of interest then applicable to the Notes. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security and Pledge Agreement (StoneX Group Inc.), Security and Pledge Agreement (Intl Fcstone Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security Agreement (Brookdale Senior Living Inc.), Pledge Agreement (Brookdale Senior Living Inc.)

Advances. On (a) Upon the occurrence of a Credit Event and during the continuation thereof, or (b) upon the failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan DocumentCredit Document if, with respect to this clause (b), the Administrative Agent Servicer reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any Collateral, then in either case, the Servicer may, at its sole option and in its sole discretiondiscretion upon notice to the applicable Obligors, perform the same and in so doing may expend such sums as the Administrative Agent Servicer may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Servicer may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate2% per annum. No such performance of any covenant or agreement by the Administrative Agent Servicer on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default Unmatured Credit Event or Event of DefaultCredit Event. The Administrative Agent Servicer may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Loan Facility Agreement and Guaranty (Aaron's Company, Inc.), Loan Facility Agreement and Guaranty (Aaron's Company, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security and Pledge Agreement (Bowman Consulting Group Ltd.), Security and Pledge Agreement (Good Times Restaurants Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Collateral Agent may, at its sole option and in its sole reasonable discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default default hereunder, under any of the other Loan Documents or Event of Defaultunder any other documents relating to the Secured Obligations. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security Agreement (Huron Consulting Group Inc.), Security Agreement (Huron Consulting Group Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiumspremiums (subject to Section 22), the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall shall, subject to Section 22, bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Security and Pledge Agreement, Security and Pledge Agreement (Nautilus, Inc.)

Advances. On failure of any Grantor If, and to perform any the extent, Beneficiary or the other Secured Parties are obligated under the terms of the Indenture Documents to make advances as provided therein, and Grantor acknowledges and intends that all such advances shall be a lien from the time this Deed of Trust is recorded, as provided in Neb.Rev.Stat § 76-238.01. Grantor covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, agrees that this Deed of Trust shall secure the payment of any insurance premiumsadvances made pursuant to the terms and provisions of the Indenture Documents, whether such advances are made as of the payment date hereof or at any time in the future, and whether such future advances are obligatory or are to be made at the option of Beneficiary or the Secured Parties (but not advances made more than 20 years after the date hereof), to the same extent as if such future advances were made on the date of the execution of this Deed of Trust and although there may be no advances made at the time of the execution of this Deed of Trust and although there may be no other indebtedness outstanding at the time any taxesadvance is made. The lien of this Deed of Trust shall be valid as to all Note Obligations, a payment to obtain a release including such future advances, from the time of a Lien or potential Lien, expenditures made its filing of record in defending against any adverse claim and all other expenditures the office of the Register of Deeds of the County in which the Administrative Agent Security Property is located. The total amount of the Note Obligations may increase or decrease from time to time, but the total unpaid principal balance of the Note Obligations (including disbursements which Beneficiary may make for under this Deed of Trust or any other document or instrument evidencing or securing the protection Note Obligations) at any time outstanding shall not exceed the amount referred to in Section 7.02 of this Deed of Trust. To the security hereof or which may be compelled to make by operation extent permitted under applicable law, this Deed of Law. All such sums and amounts so expended Trust shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations valid and shall bear interest from have priority over all subsequent liens and encumbrances, including statutory liens except taxes and assessments levied on the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorSecurity Property, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPof the maximum amount secured hereby.

Appears in 2 contracts

Samples: Non Disturbance and Attornment Agreement (Aventine Renewable Energy Holdings Inc), Non Disturbance and Attornment Agreement (Aventine Renewable Energy Holdings Inc)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis (subject to Section 24 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 2 contracts

Samples: Pledge Agreement (Amedisys Inc), Pledge Agreement (Amedisys Inc)

Advances. On failure (i) Upon the occurrence and continuance of an Event of Default, with prompt written notice thereafter to the Obligors, or (ii) upon the occurrence and continuance of a Default (that has not matured into an Event of Default), after the Administrative Agent has provided prior written notice to the Obligors and the Obligors have failed to act within a reasonable period of time thereafter, if with respect to this clause (ii), the Administrative Agent reasonably determines that the taking of a particular action is required prior to the expiration of any Grantor applicable cure period(s) in order to perform prevent an impairment of its rights in and to any of the covenants and agreements contained herein or Collateral, then in any other Loan Documenteither case, the Administrative Agent may, at its sole option and in its sole discretion, perform such covenants and agreements contained in the same Loan Documents and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxestaxes (except to the extent such payment is being contested in good faith by an Obligor in appropriate proceedings and against which adequate reserves are being maintained to the extent required by GAAP), a payment to obtain a release of a Lien or potential Lien(other than Permitted Liens), expenditures made in defending against any adverse claim and all other reasonable expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with to the extent required by GAAP.

Appears in 2 contracts

Samples: Credit Agreement (Dean Foods Co), Credit Agreement (WHITEWAVE FOODS Co)

Advances. On the failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which it may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Raterate of interest then in effect pursuant to Section 5.1(c) of the Credit Agreement. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Orbital Atk, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, if no Default or Event of Default exists, subject to five (5) Business Days’ prior written notice, and, if a Default or Event of Default exists, prior written notice, perform the same and same, and, in so doing doing, the Administrative Agent may expend such sums as the Administrative Agent it may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a the release of a Lien or potential Lien, expenditures made in defending against any adverse claim claim, and all other expenditures which that the Administrative Agent may make for the protection of the security hereof interests hereof, or which the Administrative Agent may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors, on a joint and several basis basis, promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations Obligations, and shall bear interest from the date said amounts are expended at the as Default RateInterest. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the a claim to be discharged discharged, without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim claim, except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Rotech Healthcare Holdings Inc.)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis (subject to Section 22 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPIFRS.

Appears in 1 contract

Samples: Pledge Agreement (RedHill Biopharma Ltd.)

Advances. On failure of any If the Grantor should fail to perform any of the covenants contained in Sections 1.3 and agreements contained herein 1.4 of this Deed of Trust or in any other Loan Documentto protect or preserve the Secured Property or the status and priority of the lien and security interest of this Deed of Trust, the Administrative Agent may, at its sole option and in its sole discretion, Trustee or the Beneficiary may make advances to perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of the Grantor or to protect or preserve the Secured Property or the status and priority of the lien and security interest of this Deed of Trust, and all sums so advanced shall immediately upon advancement become a lien and security interest upon the Secured Property and shall be secured by this Deed of Trust. Beneficiary in making any payment for Grantor, relating to taxes, assessments, water rates, sewer rentals and no such advance other governmental, metropolitan or expenditure thereformunicipal charges, shall relieve fines, impositions or liens asserted against the Grantors of any Default or Event of Default. The Administrative Agent Secured Property may make any payment hereby authorized in accordance with do so according to any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such the xxxx, statement or estimate or into the validity of any tax tax, assessment, sale, forfeiture, tax lien, lien or title or claim except thereof or relating to any apparent or threatened adverse title, lien, statement of lien, encumbrance, claim or charge, and Beneficiary shall be the sole judge of the legality or validity of same. The Grantor will repay on demand all sums so advanced on the Grantor’s behalf, plus any expenses or costs incurred by the Trustee or the Beneficiary, including attorneys’ fees, with interest thereon at the rate provided for in the Note. The provisions of this section shall not be construed to prevent the institution of foreclosure or other rights and remedies of the Trustee in the event of a default by the Grantor. Anything to the extent such payment contrary notwithstanding, the authorization contained in this section shall impose no duty or obligation on the Trustee or the Beneficiary to perform any action or make any advances on behalf of the Grantor and is being contested in good faith by a Grantor in appropriate proceedings for the sole benefit and against which adequate reserves are being maintained in accordance with GAAPprotection of the Beneficiary.

Appears in 1 contract

Samples: Deed of Trust and Security Agreement (Home Solutions of America Inc)

Advances. On (i) Upon the occurrence of an Event of Default and during the continuation thereof or (ii) on failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan DocumentDocument and upon prior written notice to the Obligors if, with respect to this clause (ii), the Administrative Agent reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any Collateral, then, in either case, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may ​ ​ ​ reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (AeroVironment Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Amedisys Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan DocumentDocument and the expiration of any applicable cure period set forth in the Credit Agreement,, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts (including reasonable attorneys’ fees, legal expenses and court costs actually incurred) so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (1847 Goedeker Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and Obligations, shall bear interest from the date said amounts are expended at the Default RateRate and shall be secured hereby. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (FreightCar America, Inc.)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that the Administrative Agent may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Pledgors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge Agreement

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein herein, in the Credit Agreement or in any other Loan Document, the Administrative Collateral Agent may, at its sole option and in its sole reasonable discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default default hereunder, under any of the other Loan Documents or Event of Defaultunder any other documents relating to the Secured Obligations. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Huron Consulting Group Inc.)

Advances. On failure of any the Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such reasonable and documented sums and amounts so expended shall be repayable by the Grantors on a joint and several basis Grantor promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any the Grantor, and no such advance or expenditure therefor, shall relieve the Grantors Grantor of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a the Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPGAAP (to the extent required thereby).

Appears in 1 contract

Samples: Security and Pledge Agreement (Fabrinet)

Advances. On failure Upon the occurrence of any Grantor an Event of Default and during continuation thereof, Lender, after giving the Obligors advance written notice of its intention to perform any of do so (provided notice may be given promptly after taking such action if Lender determines that its rights would be materially impaired by giving advance notice to the covenants and agreements contained herein or in any other Loan DocumentObligors), the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Xxxxxx on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Loan, Security and Pledge Agreement (Greenlane Holdings, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Collateral Agent may, at its sole option and in its sole discretionbut shall have no obligation to, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim claim, except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Advanced Emissions Solutions, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or and upon prior written notice to the Obligors (unless the Administrative Agent reasonably determines that the taking of a particular action is required prior to giving such notice in order to prevent an impairment of its rights in and to any other Loan DocumentCollateral), the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized by the first sentence of this Section in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Kid Brands, Inc)

Advances. On failure of any Grantor the Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, after ten (10) business days prior written notice to the Obligor and opportunity to cure, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis Obligor promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantorthe Obligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligor of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured VAN01: 4294282: v2 from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor the Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: General Security Agreement (Schnitzer Steel Industries Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim Adverse Claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim claim, in each case, except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (B. Riley Financial, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP. 7.

Appears in 1 contract

Samples: Credit Agreement (Ashford Inc.)

Advances. On (a) Upon the occurrence of and during the existence of an Event of Default or (b) upon the failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or and upon prior written notice to the Obligors if, with respect to this clause (b), the Administrative Agent reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any other Loan DocumentCollateral, then in either case, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (I3 Verticals, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, after reasonable prior notice to such Grantor, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent After reasonable prior notice to the applicable Grantor, the Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a such Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Sciquest Inc)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Health Insurance Innovations, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Transaction Document, the Administrative Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Collateral Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Interest Rate applicable while an Event of Default Ratehas occurred and is continuing. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP. Notwithstanding the foregoing, the terms of this Section 8 shall only apply when no Permitted Senior Debt is outstanding.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Venus Concept Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge and Security Agreement (FutureFuel Corp.)

Advances. On failure of any Grantor Obligor to (a) pay any taxes required herein or in any other Loan Document, Lender may, at its sole option and in its sole discretion, expend such sums as Lender may reasonably deem advisable for the payment of any taxes, and (b) perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Xxxxxx on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (HCI Group, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Grantors, on demand, on a joint and several basis (subject to Section 22 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAPIFRS.

Appears in 1 contract

Samples: Security Agreement (RedHill Biopharma Ltd.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Grantors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Veracyte, Inc.)

Advances. On (a) Upon the occurrence of a Credit Event and during the continuation thereof, or (b) upon the failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan DocumentCredit Document if, with respect to this clause (b), the Administrative Agent Servicer reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any Collateral, then in either case, the Servicer may, at its sole option and in its sole discretiondiscretion upon notice to the applicable Obligors, perform the same and in so doing may expend such sums as the Administrative Agent Servicer may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Servicer may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate2% per annum. No such performance of any covenant or agreement by the Administrative Agent Servicer on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default Unmatured Credit Event or Event of DefaultCredit Event. The Administrative Agent Servicer may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Loan Facility Agreement and Guaranty (Aaron's Company, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Transaction Document, the Administrative Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Collateral Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Interest Rate applicable while an Event of Default Ratehas occurred and is continuing. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP. Notwithstanding the foregoing, the terms of this Section 8 shall only apply when no Permitted Senior Debt is outstanding.

Appears in 1 contract

Samples: Guaranty and Security Agreement (Venus Concept Inc.)

Advances. On failure of If any Grantor fails to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof interests in the Collateral or which Agent may be compelled to make by operation of Law. All such sums and amounts so expended shall shall: (a) be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall therefore; (b) constitute additional Secured Obligations Obligations; and shall (c) bear interest from the date said amounts are expended until said amounts are fully reimbursed by the Grantors at the Default Rate. No such Neither the performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such nor the advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Pernix Therapeutics Holdings, Inc.)

Advances. On Upon the occurrence of an Event of Default and the continuation thereof and upon notice to the Obligor, on failure of any Grantor the Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may reasonably make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis Obligor promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantorthe Obligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligor of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor the Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Letter of Credit Facility Agreement (GT Solar International, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien (other than a Permitted Lien), expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may reasonably make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Interface Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Secured Party may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Secured Party may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Secured Party may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Secured Party on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent Secured Party may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Pro Dex Inc)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent Lender may, at its sole option and in its sole discretion, after providing written notice to the Obligors, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (American Woodmark Corp)

Advances. On Following the occurrence and during the continuance of an Event of Default, on failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Raterate provided in the Credit Agreement. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Mimedx Group, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein herein, or in any other Loan Credit Document, the Administrative Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained if required by and in accordance with GAAP.

Appears in 1 contract

Samples: Pledge and Security Agreement (Computer Programs & Systems Inc)

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Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentafter providing Obligor notice thereof and thirty days to cure, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitationlimitation (to the extent required to be performed by an Obligor pursuant to the Loan Documents), the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Comscore, Inc.)

Advances. On failure Upon the occurrence of any Grantor to perform any an Event of Default and during the covenants and agreements contained herein or in any other Loan Documentcontinuation thereof, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, therefor and shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default RateObligations. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The In accordance with the terms of this Section 6, the Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Shake Shack Inc.)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge Agreement (Veracyte, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien (other than a Permitted Lien) or potential Lien (other than a Permitted Lien), expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which Administrative Agent may be compelled to make by operation of Law. All such sums and amounts so expended shall shall: (a) be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall therefore; (b) constitute additional Secured Obligations Obligations; and shall (c) bear interest from the date said amounts are expended at the Default Rate. No such Neither the performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such nor the advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Abovenet Inc)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien lien or potential Lienlien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Lawany applicable law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (BBX Capital, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Nutri System Inc /De/)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretiondiscretion upon prior notice to the relevant Obligor, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Kapstone Paper & Packaging Corp)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim Adverse Claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim claim, in each case, except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (B. Riley Financial, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim Adverse Claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge and Security Agreement (Equinix Inc)

Advances. On failure of any Grantor the Obligor to perform any of the covenants and agreements contained herein or in subject to any other Loan Documentapplicable cure periods, the Administrative Agent may, at its sole option and in its sole discretiondiscretion upon prompt notice to the Obligor, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis Obligor promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default RateRate (provided that failure to provide prompt notice as aforesaid shall not affect the validity and authorization of such performance by the Administrative Agent as provided in this Section). No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantorthe Obligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligor of any Default or Event of Default. The Subject to the foregoing, the Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor the Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (5.11 Abr Corp.)

Advances. On (a) Upon the occurrence of an Event of Default and during the continuation thereof, or (b) on failure of any Grantor to perform any of the covenants and agreements contained herein or and upon reasonable notice to the Grantors if, with respect to this clause (b), the Administrative Agent reasonably determines that the taking of a particular action is required prior to the expiration of any applicable cure period(s) in order to prevent an impairment of its rights in and to any other Loan DocumentCollateral, then, in either case, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Ratedefault rate of interest pursuant to Section 2.15(c) of the Credit Agreement. No such performance of any covenant or agreement action by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (SPX FLOW, Inc.)

Advances. On failure Upon the occurrence and during the continuance of an Event of Default, any Grantor to perform any of the covenants and agreements contained herein Secured Party (individually or in any other Loan Document, through the Administrative Agent Agent) may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent such Secured Party may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent such Secured Party may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts (including reasonable and documented attorneys’ fees, legal expenses and court costs actually incurred) so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations Obligations, and shall bear interest from be deemed to constitute principal of the date said amounts are expended at the Default RateLoan. No such performance of any covenant or agreement by the Administrative Agent any Secured Party on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Any one or more Secured Parties (individually or through the Administrative Agent Agent) may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (LIVE VENTURES Inc)

Advances. On failure After the occurrence and during the continuance of any Grantor to perform any a Default or an Event of the covenants and agreements contained herein or in any other Loan DocumentDefault, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and any of the covenants and/or agreements contained herein or in any other Collateral Document that any Obligor has failed to timely perform, and, in so doing doing, may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment payments to obtain a the release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of any Applicable Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge and Security Agreement (Citizens, Inc.)

Advances. On failure Upon the occurrence and during the continuance of any Grantor an Event of Default, and to perform any of the covenants and agreements contained herein or in any other Loan Documentextent not prohibited by applicable Law, the Administrative Agent may, at its sole option and in its sole discretion, perform take such actions as it reasonably deems necessary for the same protection of the security interest in the Collateral granted hereby, or which may be compelled to make by operation of Law, and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent reasonably may make for the protection of the security hereof or which may be compelled to make by operation of Lawtherefor. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Administrative Agent has knowledge that such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Collateral Agreement (Dynamics Research Corp)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Grantors, on demand, on a joint and several basis (subject to Section 22 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Venus Concept Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, after reasonable notice to such Obligor (to the extent practicable) perform the same and in so doing may expend such sums as the Administrative Agent reasonably may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim claims and all other expenditures which that the Administrative Agent or the Secured Parties may reasonably make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent or the Secured Parties on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent or the Secured Parties may make any payment hereby authorized in accordance with any xxxxbxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (IASIS Healthcare LLC)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and written demand therefor, shall constitute additional Secured Obligations and shall shall, to the extent set forth in the Credit Agreement, bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Anika Therapeutics, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended other than from funds of or an offset from funds owning to Grantors shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP. 7.

Appears in 1 contract

Samples: Active 696107325v8 Security and Pledge Agreement (Lifevantage Corp)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent Secured Party may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Secured Party may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Secured Party may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Secured Party on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Secured Party may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP. .

Appears in 1 contract

Samples: Pledge and Security Agreement (National Healthcare Corp)

Advances. On failure Upon the occurrence and during the continuance of any Grantor an Event of Default, to perform any of the covenants and agreements contained herein or in any other Loan Documentfullest extent permitted by applicable Law, the Administrative Agent may, at its sole option and in its sole discretion, perform take such actions as it reasonably deems necessary for the same protection of the security interest in the Pledged Collateral granted hereby, or which may be compelled to make by operation of Law, and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent reasonably may make for the protection of the security hereof or which may be compelled to make by operation of Lawtherefor. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Administrative Agent has knowledge that such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Mohawk Industries Inc)

Advances. On failure Upon the occurrence and during the continuance of any Grantor an Event of Default, and to perform any of the covenants and agreements contained herein or in any other Loan Documentextent not prohibited by applicable Law, the Administrative Agent may, at its sole option and in its sole discretion, perform take such actions as it reasonably deems necessary for the same protection of the security interest in the Collateral granted hereby, or which may be compelled to make by operation of Law, and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent reasonably may make for the protection of the security hereof or which may be compelled to make by operation of Lawtherefor. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Administrative Agent has knowledge that such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (COMMERCIAL METALS Co)

Advances. On failure Upon the occurrence and during the continuance of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Documenta Put Option Event, the Administrative Purchaser Agent may, at its sole option and in its sole discretion, perform any obligations hereunder of any Grantor on behalf of such Grantor necessary to preserve the same value of the Collateral, and in so doing may expend such sums as the Administrative Purchaser Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Purchaser Agent may make for the protection of the security hereof or which may be compelled to make by operation of Applicable Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Raterate set forth in Section 2.02(f) of the Purchase Agreement. No such performance of any covenant or agreement by the Administrative Purchaser Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of DefaultPut Option Event. The Administrative Purchaser Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (ImmunityBio, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, including the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential (other than a Permitted Lien), and expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which that the Administrative Agent may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Grantors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of DefaultDefault until such Default or Event of Default shall have been cured or waived in accordance with the terms of the Credit Agreement. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Dermira, Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Collateral Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained if required by and in accordance with GAAP.

Appears in 1 contract

Samples: Pledge and Security Agreement (Computer Programs & Systems Inc)

Advances. On failure Upon the occurrence of any Grantor to perform any an Event of Default and during the covenants and agreements contained herein or in any other Loan Documentcontinuation thereof , the Administrative Agent may, at its sole option and in its sole discretion, , with notice to the Borrower, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such documented sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Irobot Corp)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Bowman Consulting Group Ltd.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the rate per annum equal to the interest rate then applicable to Base Rate Advances plus Default RateInterest. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Scholastic Corp)

Advances. On failure Upon the occurrence and during the continuance of any Grantor an Event of Default, to perform any of the covenants and agreements contained herein or in any other Loan Documentfullest extent permitted by applicable Law, the Administrative Agent may, at its sole option and in its sole discretion, perform take such actions as it reasonably deems necessary for the same protection of the security interest in the Pledged Collateral granted hereby, or which may be compelled to make by operation of Law, and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent reasonably may make for the protection of the security hereof or which may be compelled to make by operation of Lawtherefor. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default or Event of Default. The Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent the Administrative Agent has knowledge that such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Mohawk Industries Inc)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Omega Protein Corp)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly (and in any event within five Business Days) upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Natural Grocers by Vitamin Cottage, Inc.)

Advances. On failure of any Grantor Obligor to (a) pay any taxes required herein or in any other Loan Document, Lender may, at its sole option and in its sole discretion, expend such sums as Lender may reasonably deem advisable for the payment of any taxes, and (b) perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (HCI Group, Inc.)

Advances. On Upon failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent Lender may, at its sole option and in its sole discretion, perform the same and in so doing may may, upon prior notice to such Obligor, expend such sums as the Administrative Agent Lender may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Lender may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Lender on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Lender may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Resources Connection Inc)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole reasonable discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rateinterest rate set forth in Section 2.13(c) of the Credit Agreement. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Credit Agreement (Dice Holdings, Inc.)

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Document, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which that the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Grantors, on demand, on a joint and several basis (subject to Section 23 hereof) promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged discharged, without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (Establishment Labs Holdings Inc.)

Advances. On failure of any Grantor Pledgor to perform any of the covenants and agreements contained herein herein, in the Credit Agreement or in any other Loan Document, the Administrative Collateral Agent may, at its sole option and in its sole reasonable discretion, perform the same and in so doing may expend such sums as the Administrative Collateral Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Collateral Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Pledgors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Collateral Agent on behalf of any GrantorPledgor, and no such advance or expenditure therefor, shall relieve the Grantors Pledgors of any Default default hereunder, under any of the other Loan Documents or Event of Defaultunder any other documents relating to the Secured Obligations. The Administrative Collateral Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor Pledgor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge Agreement (Huron Consulting Group Inc.)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent Secured Party may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent Secured Party may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent Secured Party may make for the protection of the security hereof or which may be compelled to make by operation of Lawlaw. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Administrative Agent Secured Party on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent Secured Party may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Pledge and Security Agreement

Advances. On failure of any Grantor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which it may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended until such amounts are paid, at a rate equal to the Default Base Rate plus the Applicable Rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any Grantor, and no such advance or expenditure therefor, shall relieve the Grantors be deemed a waiver of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxxbill, statement or estimate procured from the appropriate public office oxxxxe or holder of the claim to be discharged without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax assessmentassessxxxx, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security Agreement (C&d Technologies Inc)

Advances. On failure of any Grantor Obligor to perform any of the covenants and agreements contained herein or in any other Loan Documentherein, the Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Obligors on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Ratedefault rate. No such performance of any covenant or agreement by the Administrative Agent on behalf of any GrantorObligor, and no such advance or expenditure therefor, shall relieve the Grantors Obligors of any Default or Event of Default. The Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor an Obligor in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Omega Protein Corp)

Advances. On failure of any Grantor the Borrower to perform any of the covenants and agreements contained herein or in any other Loan Document, the Joint Administrative Agent may, at its sole option and in its sole discretion, perform the same and in so doing may expend such sums as the Joint Administrative Agent may reasonably deem advisable in the performance thereof, including, without limitation, the payment of any insurance premiums, the payment of any taxes, a payment to obtain a release of a Lien or potential Lien, expenditures made in defending against any adverse claim and all other expenditures which the Joint Administrative Agent may make for the protection of the security hereof or which may be compelled to make by operation of Law. All such sums and amounts so expended shall be repayable by the Grantors Borrower on a joint and several basis promptly upon timely notice thereof and demand therefor, shall constitute additional Secured Obligations and shall bear interest from the date said amounts are expended at the Default Rate. No such performance of any covenant or agreement by the Joint Administrative Agent on behalf of any Grantorthe Borrower, and no such advance or expenditure therefor, shall relieve the Grantors Borrower of any Default or Event of Default. The Joint Administrative Agent may make any payment hereby authorized in accordance with any xxxx, statement or estimate procured from the appropriate public office or holder of the claim to be discharged without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax assessment, sale, forfeiture, tax lien, title or claim except to the extent such payment is being contested in good faith by a Grantor the Borrower in appropriate proceedings and against which adequate reserves are being maintained in accordance with GAAP.

Appears in 1 contract

Samples: Security and Pledge Agreement (Green Plains Inc.)

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