Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lenders: 10.11.1 to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9) allowed in such judicial proceeding; and 10.11.2 to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9.
Appears in 9 contracts
Samples: Credit Agreement (Oklahoma Gas & Electric Co), Credit Agreement (Oklahoma Gas & Electric Co), Credit Agreement (Oge Energy Corp.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 9.03) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, receiver and manager, monitor, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9Section 9.03.
Appears in 8 contracts
Samples: Credit Agreement (TerrAscend Corp.), Credit Agreement (TerrAscend Corp.), Credit Agreement (TerrAscend Corp.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation the Loans shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Agent and the Agent such Credit Parties under Sections 2.5, 2.20.4, 9.6 2.06 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.06 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Credit Party any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Credit Party or to authorize the Agent to vote in respect of the claim of any Credit Party in any such proceeding.
Appears in 5 contracts
Samples: First Lien Credit Agreement (Sequential Brands Group, Inc.), First Lien Credit Agreement (Sequential Brands Group, Inc.), Amendment and Restatement Agreement (Sequential Brands Group, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any the Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Agent and the Agent such Credit Parties under Sections 2.5, 2.20.4, 9.6 2.06 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.06 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Credit Party any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Credit Party or to authorize the Agent to vote in respect of the claim of any Credit Party in any such proceeding.
Appears in 5 contracts
Samples: Credit Agreement (Sequential Brands Group, Inc.), Credit Agreement (Sequential Brands Group, Inc.), Credit Agreement (Singer Madeline Holdings, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and the Agent under Sections 2.52.12, 2.20.4, 9.6 3.08 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.12 and 11.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or any Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 5 contracts
Samples: Credit Agreement (Hanger, Inc.), Credit Agreement (Hanger, Inc.), Credit Agreement (Hanger, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to Borrower or any of its Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation Indebtedness hereunder shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise;
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other any Secured Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent Secured Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Secured Parties and their respective agents and counsel and all other amounts due the Lenders, Secured Parties under the LC Issuers and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9terms of this Agreement) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Secured Party, to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersSecured Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5the terms of this Agreement. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Secured Party, 9.6 and 10.9any plan of reorganization, arrangement, adjustment or composition affecting any Indebtedness under this Agreement or any other Loan Document or the rights of any Secured Party, to authorize the Agent to vote in respect of the claim of any Secured Party in any such proceeding.
Appears in 4 contracts
Samples: Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Credit Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrower Representative) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC L/C Issuers and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC L/C Issuers and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC L/C Issuers and the Agent under Sections 2.5, 2.20.4, 9.6 2.13 and 10.910.13) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC L/C Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.13 and 10.910.13.
Appears in 4 contracts
Samples: Credit and Guaranty Agreement (McBc Holdings, Inc.), Credit and Guaranty Agreement (McBc Holdings, Inc.), Credit and Guaranty Agreement (McBc Holdings, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Lawinsolvency Law or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether Agent or the Agent Required Lenders shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5Section 3.3, 2.20.4, 9.6 Section 16.5 and 10.9Section 16.9) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the to Agent under Sections 2.5this Agreement and the Other Documents, 9.6 including Section 3.3, Section 16.5 and 10.9Section 16.9.
Appears in 4 contracts
Samples: Term Loan Credit and Security Agreement (Quantum Corp /De/), Term Loan Credit and Security Agreement (Quantum Corp /De/), Term Loan Credit and Security Agreement (Quantum Corp /De/)
Agent May File Proofs of Claim. In case of the pendency of any Insolvency Proceedings or any other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Fronting Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Fronting Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Fronting Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9hereunder) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, receiver and manager, monitor, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer each Fronting Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersFronting Banks, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the to Agent under Sections 2.5, 9.6 and 10.9hereunder.
Appears in 4 contracts
Samples: Abl Credit Agreement (WillScot Mobile Mini Holdings Corp.), Abl Credit Agreement (WillScot Mobile Mini Holdings Corp.), Abl Credit Agreement (WillScot Mobile Mini Holdings Corp.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawBankruptcy Law or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Administrative Agent under Sections 2.5, 2.20.4, 9.6 and 10.9hereunder) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, monitor, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Administrative Agent and, in if the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.5, 9.6 and 10.9hereunder.
Appears in 4 contracts
Samples: Term Loan Credit Agreement (Houghton Mifflin Harcourt Co), Term Loan Credit Agreement (Houghton Mifflin Harcourt Co), Superpriority Senior Secured Debtor in Possession and Exit Term Loan Credit Agreement (HMH Holdings (Delaware), Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and L/C Issuer, the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and L/C Issuer the Agent and such Credit Parties under Sections 2.52.03(i), 2.20.42.03(j), 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Credit Party any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Credit Party or to authorize the Agent to vote in respect of the claim of any Credit Party in any such proceeding.
Appears in 4 contracts
Samples: Credit Agreement (Lands' End, Inc.), Credit Agreement (Lands' End, Inc.), Credit Agreement (Lumber Liquidators Holdings, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under any Debtor Relief Lawrelative to Borrower, the Lenders hereby agree that the Agent (irrespective of whether the principal of any the Term Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansTerm Loan, LC Obligations and all other Obligations Liabilities that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel attorneys and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceedingproceedings; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counselattorneys, and any other amounts due the Agent under Sections 2.5this Agreement. Nothing contained herein shall be deemed to authorize Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, affecting the Liabilities or to authorize Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 3 contracts
Samples: Term Loan and Security Agreement (Strawberry Fields REIT, Inc.), Term Loan and Security Agreement (Strawberry Fields REIT, Inc.), Term Loan and Security Agreement (Strawberry Fields REIT, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Lawfederal, the Lenders hereby agree that state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect or any other judicial proceeding relative to any Credit Party, the Agent (irrespective of whether the principal of any Loan or LC Obligation Letter of Credit Outstandings shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerCredit Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Letter of Credit Outstandings and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank, the Agent and the Agent other Secured Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and Issuing Bank, the Agent Agent, such Secured Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and Issuing Bank, the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9such Secured Parties) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender Lender, the Issuing Bank and LC Issuer each other Secured Party to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders Lenders, the Issuing Bank, and the LC Issuersother Secured Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5this Agreement. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender, 9.6 and 10.9the Issuing Bank or any other Secured Party any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender, the Issuing Bank or any other Secured Party or to authorize the Agent to vote in respect of the claim of any Lender, the Issuing Bank or any other Secured Party in any such proceeding.
Appears in 3 contracts
Samples: Credit Agreement (Genesco Inc), Credit Agreement (Genesco Inc), Credit Agreement (Genesco Inc)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Reimbursement Obligation or Unpaid Reimbursement Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Reimbursement Obligations, and all other Obligations Liabilities that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Revolving Credit Lenders, the LC Issuers Term Loan Lenders, the Issuer and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Revolving Credit Lenders, the LC Issuers Term Loan Lenders, the Issuer, and the Agent and their respective agents and counsel and all other amounts due the Revolving Credit Lenders, the LC Issuers Term Loan Lenders, the Issuer, and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any .
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Revolving Credit Lender, Term Loan Lender and LC the Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Revolving Credit Lenders, the Term Loan Lenders and the LC IssuersIssuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5this Agreement.
(c) Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Revolving Credit Lender, 9.6 and 10.9Term Loan Lender or the Issuer any plan of reorganization, arrangement, adjustment or composition affecting the Liabilities or the rights of any Revolving Credit Lender or any Term Loan Lender, or to authorize the Agent to vote in respect of the claim of any Revolving Credit Lender in any such proceeding.
Appears in 3 contracts
Samples: Loan and Security Agreement (Gander Mountain Co), Loan and Security Agreement (Gander Mountain Co), Loan and Security Agreement (Gander Mountain Co)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Term Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise,
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Term Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Agent and the Agent other Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.03(i), 2.20.42.03(j), 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, assignee, trustee, monitor, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that and if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.09 and 10.910.
Appears in 3 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawBankruptcy Law or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Loan or LC Obligation obligation in respect of any Letter of Credit shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations obligations in respect of Letters of Credit and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Banks and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Banks and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Banks and the Administrative Agent under Sections 2.5, 2.20.4, 9.6 and 10.9hereunder) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, monitor, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Administrative Agent and, in if the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.5, 9.6 and 10.9hereunder.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Houghton Mifflin Harcourt Co), Revolving Credit Agreement (Houghton Mifflin Harcourt Co), Superpriority Senior Secured Debtor in Possession and Exit Revolving Credit Agreement (HMH Holdings (Delaware), Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to Borrowers or any of their Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation Indebtedness hereunder shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise;
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other any Secured Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent Secured Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Secured Parties and their respective agents and counsel and all other amounts due the Lenders, Secured Parties under the LC Issuers and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9terms of this Agreement) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Secured Party, to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersSecured Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5the terms of this Agreement. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Secured Party, 9.6 and 10.9any plan of reorganization, arrangement, adjustment or composition affecting any Indebtedness under this Agreement or any other Loan Document or the rights of any Secured Party, to authorize the Agent to vote in respect of the claim of any Secured Party in any such proceeding.
Appears in 3 contracts
Samples: Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under the Federal Bankruptcy Code or under any Debtor Relief Lawother applicable bankruptcy, insolvency or similar law now or hereafter in effect or any other judicial proceeding relative to the Lenders hereby agree that Borrower, the Agent (irrespective of whether the principal of any Loan Advance or LC Obligation other obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lenders:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Advances and all other Obligations obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents, sub-agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 9.4) allowed in such judicial proceeding; and
10.11.2 proceeding and (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any . Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents, sub-agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9Section 9.4.
Appears in 3 contracts
Samples: Term Loan Credit Agreement (Alliant Energy Corp), Term Loan Credit Agreement (Alliant Energy Corp), Term Loan Credit Agreement (Alliant Energy Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law, the Lenders hereby agree that the each Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the each Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the each Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the each Agent under Sections 2.5, 2.20.4, 9.6 2.05 and 10.99.05) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer the Issuing Bank to make such payments to the such Agent and, in the event that the such Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the such Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the such Agent and its agents and counsel, and any other amounts due the such Agent under Sections 2.5, 9.6 2.05 and 10.99.05.
Appears in 3 contracts
Samples: Credit Agreement (Cactus, Inc.), Credit Agreement (Cactus, Inc.), Credit Agreement (Cactus, Inc.)
Agent May File Proofs of Claim. (a) In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Borrower, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance or LC Obligation any L/C Exposure shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansAdvances, LC Obligations L/C Exposure and all other Obligations debts, liabilities and obligations that are owing and unpaid hereunder and under the other Loan Documents and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.52.13(f), 2.20.42.16(h) and (i), 9.6 2.22, and 10.98.04) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer the Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.13(f), 9.6 2.22, and 10.98.04.
(b) Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or the Issuing Bank any plan of reorganization, arrangement, adjustment or composition affecting the Advances, L/C Exposure or any other debts, liabilities and obligations that are owing and unpaid hereunder and under the other Loan Documents or the rights of any Lender or the Issuing Bank to authorize the Agent to vote in respect of the claim of any Lender or the Issuing Bank or in any such proceeding.
Appears in 3 contracts
Samples: Credit Agreement (Scholastic Corp), Credit Agreement (Scholastic Corp), Credit Agreement (Scholastic Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Letters of Credit and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9this Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Earthstone Energy Inc), Credit Agreement (Earthstone Energy Inc), Credit Agreement (Earthstone Energy Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under the Bankruptcy Code or any Debtor Relief Lawother insolvency, the Lenders hereby agree that debtor relief or debt adjustment law or any other judicial proceeding relative to any Obligor, the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.53.2, 2.20.43.4, 9.6 12.6 and 10.915.2) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.53.2, 9.6 3.4, 12.6 and 10.915.2.
Appears in 3 contracts
Samples: Loan and Security Agreement (Commercial Vehicle Group, Inc.), Loan and Security Agreement (Commercial Vehicle Group, Inc.), Loan and Security Agreement (Commercial Vehicle Group, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Credit Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 Section 2.10 and 10.9Section 12.2) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer the Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 Section 2.10 and 10.9Section 12.2).
Appears in 3 contracts
Samples: Loan and Security Agreement (Guardian Pharmacy Services, Inc.), Loan and Security Agreement (Guardian Pharmacy Services, Inc.), Loan and Security Agreement (Guardian Pharmacy Services, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under the Bankruptcy Code or any Debtor Relief Lawother judicial proceeding relative to Borrower or any Subsidiary Guarantor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrower or any Subsidiary Guarantor) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Agent and, in the event that the if Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9this Agreement.
Appears in 3 contracts
Samples: Loan and Security Agreement (Resource America Inc), Loan and Security Agreement (Alesco Financial Inc), Loan and Security Agreement (Alesco Financial Inc)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawObligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation (including any Swingline Loan) shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerObligors) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Swingline Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Secured Parties and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Secured Parties and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Secured Parties and the Agent under Sections 2.53.2, 2.20.4, 9.6 3.4 and 10.910.1.1(b).
(b) allowed in such judicial proceeding; and
10.11.2 to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Secured Party to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersSecured Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.53.2, 9.6 3.4 and 10.910.1.1(b).
Appears in 2 contracts
Samples: Loan, Security and Guarantee Agreement (GEE Group Inc.), Loan, Security and Guarantee Agreement (AutoWeb, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 3.6 and 10.912.5) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent Agents and its their respective agents and counsel, and any other amounts due the Agent under Sections 2.53.6 and 12.5. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (V F Corp), Credit Agreement (V F Corp)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation Obligations shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, upon the direction of the Required Lenders, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, receiver and manager, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that Agent and the Agent Required Lenders shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due Agent.
(b) Nothing contained herein shall be deemed to authorize Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize Agent under Sections 2.5, 9.6 and 10.9to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Term Loan Agreement (Colt Finance Corp.), Term Loan Agreement (Colt Defense LLC)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawInsolvency Proceeding or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Lender and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Lender and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Lender and the Agent under Sections 2.52.16, 2.20.4, 9.6 10.3 and 10.915.7) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer the Issuing Lender to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Lender, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.16, 9.6 2.15(c), 10.3 and 10.915.7. Nothing contained herein shall be deemed to authorize Agent to authorize or consent to or accept or adopt on behalf of any Lender or the Issuing Lender any plan of reorganization, arrangement, adjustment or compensation affecting the Obligations or the rights of any Lender or the Issuing Lender or to authorize Agent to vote in respect of the claim of any Lender or the Issuing Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Quanex Building Products CORP), Credit Agreement (Quanex Building Products CORP)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (b) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.3(i) and (j), 2.20.4, 9.6 2.9 and 10.910.4) allowed in such judicial proceeding; and
10.11.2 (c) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.9 and 10.910.
Appears in 2 contracts
Samples: Credit Agreement (Quidel Corp /De/), Credit Agreement (Quidel Corp /De/)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (A) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansAdvances, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 2.04 and 10.99.04) allowed in such judicial proceeding; and
10.11.2 (B) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its respective agents and counsel, and any other amounts due the Agent under Sections 2.52.04 and 9.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Fifth Amendment to Credit Agreement (Science Applications International Corp), Credit Agreement (Science Applications International Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawBankruptcy Law or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9hereunder) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, monitor, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9hereunder.
Appears in 2 contracts
Samples: Debt Agreement (Eastman Kodak Co), Debt Agreement (Eastman Kodak Co)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the any Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the such Agent shall have made any demand on the Borrowerany Loan Party) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Secured Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Administrative Agent under Sections 2.5, 2.20.4, 9.6 2.07 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.52.07 and 10.04. Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Administrative Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: First Lien Term Credit Agreement (Foamex International Inc), Second Lien Term Credit Agreement (Foamex International Inc)
Agent May File Proofs of Claim. In case of the pendency of any Insolvency Proceeding or any other judicial proceeding under relating to any Debtor Relief LawObligor, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the BorrowerBorrower or any other Obligor) shall be entitled and empowered (but not obligated) by intervention in or such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Administrative Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 14.03) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator sequestrator, examiner or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due to the Administrative Agent under Sections 2.5, 9.6 and 10.9Section 14.03.
Appears in 2 contracts
Samples: Credit Agreement (Harrow Health, Inc.), Credit Agreement (Establishment Labs Holdings Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise.
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and L/C Issuer, the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and L/C Issuer the Agent and such Credit Parties under Sections 2.52.03(i), 2.20.42.03(j), 9.6 2.03(k), 2.03(l) and 10.92.03(m), as applicable, 2.09 and 10.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or the L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or the L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or the L/C Issuer in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Five Below, Inc), Credit Agreement (Five Below, Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and L/C Issuer, the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and L/C Issuer, the Agent and such Credit Parties under Sections 2.52.03(i) and 2.03(j) as applicable, 2.20.4, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or the L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or the L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or the L/C Issuer in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Lovesac Co), Credit Agreement (Lovesac Co)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance, or LC Obligation Obligations with respect to the Letters of Credit shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrowerany Loan Party) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding proceeding, under any such assignment or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (1) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansAdvances, LC or Obligations in respect of the Letters of Credit and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent Lender Group (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Lender Group and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and the Agent Lender Group under Sections 2.52.10, 2.20.4, 9.6 2.11 and 10.911.3) allowed in such judicial proceedingproceeding or under any such assignment; and
10.11.2 (2) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any ;
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding or under any such assignment is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, nevertheless to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.10, 9.6 2.11 and 10.911.3.
(c) Nothing contained herein shall authorize Agent to consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations owed to such Lender or the rights of any Lender or to authorize Agent to vote in respect of the claim of any Lender in any such proceeding or under any such assignment.
Appears in 2 contracts
Samples: Loan and Security Agreement (West Marine Inc), Loan and Security Agreement (West Marine Inc)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawBorrower, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations Liabilities that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 3 and 10.912.2) allowed in such judicial proceedingproceedings; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and . any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel. Nothing contained herein shall be deemed to authorize Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, and arrangement, adjustment or composition affecting the Liabilities or the rights of any other amounts due Lender or to authorize Agent to vote in respect of the Agent under Sections 2.5, 9.6 and 10.9claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Term Loan and Security Agreement (Summit Healthcare REIT, Inc), Subordinated Term Loan and Security Agreement (Summit Healthcare REIT, Inc)
Agent May File Proofs of Claim. In case of the pendency of any insolvency proceeding under or any Debtor Relief Lawother judicial proceeding relative to the Borrower, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall the Loans will then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have has made any demand on the Borrower) shall will be entitled and empowered (but not obligated) ), by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and hereunder or under any other Loan Document to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.53.9, 2.20.43.10, 9.6 3.11, 11.3 and 10.911.4) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent consents to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.53.9, 9.6 3.10, 3.11, 11.3 and 10.911.4.
Appears in 2 contracts
Samples: Credit Agreement and Guaranty (Adma Biologics, Inc.), Credit Agreement (Adma Biologics, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrowerany Loan Party) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansAdvances, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Banks and the Agent under Sections 2.52.04(h) and (i), 2.20.4, 9.6 2.06 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer each Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Banks, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.06 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or any Issuing Bank any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or any Issuing Bank to authorize the Agent to vote in respect of the claim of any Lender or any Issuing Bank in any such proceeding.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Gap Inc), Revolving Credit Agreement (Gap Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise,
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.03(i), 2.20.42.03(j), 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, assignee, trustee, monitor, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that and if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.09 and 10.910.
Appears in 2 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to the Borrower or any Guarantor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers L/C Issuer and the Agent under Sections 2.5§2.9(i) and (j), 2.20.4, 9.6 4.2 and 10.915) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5§§4.2 and 15. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or the L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or the L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or the L/C Issuer in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Liberty Property Limited Partnership), Credit Agreement (Liberty Property Limited Partnership)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 10.8.1 to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Term Loan and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9hereunder) allowed in such judicial proceeding; and
10.11.2 10.8.2 to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent Agent, and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the to Agent under Sections 2.5, 9.6 and 10.9Section 9.9.
Appears in 2 contracts
Samples: Loan Agreement (Acreage Holdings, Inc.), Loan Agreement
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or other judicial proceeding relative to any Debtor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Exposure and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 12.03) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer the Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5Section 12.03. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any chapter 11 plan, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Restructuring Support and Lock Up Agreement (Legacy Reserves Inc.), Restructuring Support and Lock Up Agreement (Legacy Reserves Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrowerany Loan Party) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Lender and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Lender and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Lender and the Agent under Sections 2.52.10, 2.20.43.08, 9.6 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer the Issuing Lender to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Lender, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.10 and 10.911.
Appears in 2 contracts
Samples: Senior Secured Credit Agreement (BMC Stock Holdings, Inc.), Senior Secured Credit Agreement (BMC Stock Holdings, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Reimbursement Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise,
10.11.1 (a) to file and prove a claim for the whole amount of the principal principal, interest, fees, expenses and interest any other amounts owing and unpaid in respect of the Loans, LC Reimbursement Obligations and an all other Obligations obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the LendersBanks, the LC Issuers Issuing Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements disbursement and advances of the LendersBanks, the LC Issuers Issuing Banks and the Agent and their respective agents and counsel and all other amounts due the LendersBanks, the LC Issuers Issuing Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Agent) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender Bank and LC Issuer each Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders Banks and the LC IssuersIssuing Banks, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts amount due the Agent under Sections 2.5, 9.6 and 10.9Agent.
Appears in 2 contracts
Samples: Loan Agreement (Wellman Inc), Loan Agreement (Wellman Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to the Borrower, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 9.03) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Banks, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9Section 9.03.
Appears in 2 contracts
Samples: Credit Agreement (SWK Holdings Corp), Credit Agreement (SWK Holdings Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the each Agent (irrespective of whether the principal of any Term Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Term Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Term Lenders, the LC Issuers and the each Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Term Lenders, the LC Issuers and the each Agent and their respective agents and counsel and all other amounts due the Term Lenders, the LC Issuers and the each Agent under Sections 2.5, 2.20.4, 9.6 3 and 10.99.05) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Term Lender and LC Issuer to make such payments to the such Agent and, in the event that the such Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersTerm Lenders, to pay to the such Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the such Agent and its agents and counsel, and any other amounts due the such Agent under Sections 2.5, 9.6 3 and 10.99.05.
Appears in 2 contracts
Samples: Credit Agreement (TreeHouse Foods, Inc.), Credit Agreement (TreeHouse Foods, Inc.)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to the Borrower or any of its Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding proceeding, under any such assignment or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 15.1) allowed in such judicial proceedingproceeding or under any such assignment; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any .
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding or under such assignment is hereby authorized by each Lender and LC Issuer Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersBanks, nevertheless to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5Section 15.1.
(c) Nothing contained herein shall authorize the Agent to consent to or accept or adopt on behalf of any Bank any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations owed to such Bank or the rights of any Bank or to authorize the Agent to vote in respect of the claim of any Bank in any such proceeding or under any such assignment.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Silverleaf Resorts Inc), Revolving Credit Agreement (Silverleaf Resorts Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Lawthe Bankruptcy Code or other Applicable Insolvency Laws relative to the Borrowers, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 13.7.1 to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Credit Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 3.3 and 10.912) allowed in such judicial proceeding; and
10.11.2 13.7.2 to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.53.3 and 12. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Credit Obligations or the rights of any Lender to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Senior Unsecured Revolving Credit Agreement (Ch2m Hill Companies LTD), Senior Unsecured Revolving Credit Agreement (Ch2m Hill Companies LTD)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawCredit Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) ), by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations arising under the Credit Documents that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9hereunder) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 3.3 and 10.913.7.
Appears in 2 contracts
Samples: Senior Secured Credit Facility (TransMontaigne Partners L.P.), Senior Secured Credit Facility (TLP Equity Holdings, LLC)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the any Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the such Agent shall have made any demand on the Borrowerany Loan Party) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Secured Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers L/C Issuer and the Administrative Agent under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the samesame in the manner set forth in Section 8.03; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender or the L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Administrative Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Carters Inc), Credit Agreement (Carter William Co)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance or LC any Obligation with respect to a Letter of Credit shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansAdvances, LC Obligations owing with respect to a Letter of Credit and all other Obligations that are owing and unpaid and to file such other documents Other Loan Documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuer, the Agent and the Agent other Secured Creditors (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuer, the Agent and the Agent other Secured Creditors and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuer and the Agent under Sections 2.53.4, 2.20.4, 9.6 3.5 and 10.915.12) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.53.5 and 15.12. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender, 9.6 and 10.9any Issuer or any other Secured Creditor any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender, any Issuer or any other Secured Creditor to authorize the Agent to vote in respect of the claim of any Lender, any Issuer or any other Secured Creditor in any such proceeding.
Appears in 2 contracts
Samples: Credit and Security Agreement (Stoneridge Inc), Credit and Security Agreement (Stoneridge Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Borrower or guarantor hereunder, the Lenders hereby agree that Administrative Agent, or in the case of such proceeding not in the United States, the applicable local Agent (irrespective of whether the principal of any Loan Loan, Bankers’ Acceptance or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the any Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Bankers’ Acceptances, L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the LendersBanks, the LC Issuers Issuing Bank and the Agent Agents (including any claim for the reasonable compensation, expenses, disbursements and advances of the LendersBanks, the LC Issuers Issuing Bank and the Agent Agents and their respective agents and counsel and all other amounts due the LendersBanks, the LC Issuers Issuing Bank and the Agent Agents under Sections 2.5§2.2, 2.20.4§3.3, 9.6 §4.9, §4.10, §15 and 10.9§18) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender Bank and LC Issuer the Issuing Bank to make such payments to the Agent Agents and, in the event that the Agent Agents shall consent to the making of such payments directly to the Lenders Banks and the LC IssuersIssuing Bank, to pay to the Agent Agents any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent Agents and its their agents and counsel, and any other amounts due the to such Agent under Sections 2.5§2.2, 9.6 §3.3, §4.9, §4.10, §15 and 10.9§18. Nothing contained herein shall be deemed to authorize the Agents to authorize or consent to or accept or adopt on behalf of any Bank or Issuing Bank any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Bank or Issuing Bank to authorize the Agents to vote in respect of the claim of any Bank or Issuing Bank in any such proceeding.
Appears in 2 contracts
Samples: Global Revolving Credit Agreement (Ryder System Inc), Global Revolving Credit Agreement (Ryder System Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and L/C Issuer, the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and L/C Issuer the Agent and such Credit Parties under Sections 2.52.03(i), 2.20.4and 2.03(j) as applicable, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or the L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or the L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or the L/C Issuer in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Foot Locker, Inc.), Credit Agreement (Foot Locker, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Term Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise,
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Term Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Agent and the Agent other Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.03(i), 2.20.42.03(j), 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, assignee, trustee, monitor, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that and if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.09 and 10.910.
Appears in 2 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise,
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer, the Agent and the Agent other Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.03(i), 2.20.42.03(j), 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, assignee, trustee, monitor, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Agent and, in the event that and if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.09 and 10.910.
Appears in 2 contracts
Samples: Credit Agreement (Vince Holding Corp.), Credit Agreement (Vince Holding Corp.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawObligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation Revolving Letter of Credit Liabilities shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations the Revolving Letter of Credit Liabilities and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Bank Parties and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Bank Parties and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Bank Parties and the Agent and the Collateral Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceeding; and;
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and and
(c) any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Bank Party to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersBank Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent, the Collateral Agent and its their respective agents and counsel, and any other amounts due the Agent under Sections 2.5this Agreement. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Bank Party any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Bank Party or to authorize the Agent to vote in respect of the claim of any Bank Party in any such proceeding.
Appears in 2 contracts
Samples: Credit and Reimbursement Agreement (Aes Corp), Credit and Reimbursement Agreement (Aes Corp)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to the Borrower or any Debtor Relief Lawof its Subsidiaries, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Credit Party Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Administrative Agent) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.5the Credit Documents. Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Credit Party Obligations or the rights of any Lender or to authorize the Administrative Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Quest Diagnostics Inc), Credit Agreement (Quest Diagnostics Inc)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to the Borrower or any of its Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Revolving Credit Loan, Reimbursement Obligation or LC Unpaid Reimbursement Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding proceeding, under any such assignment or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Revolving Credit Loans, LC Reimbursement Obligations or Unpaid Reimbursement Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5§§2.2, 2.20.44.6, 9.6 5.1 and 10.916.2) allowed in such judicial proceedingproceeding or under any such assignment; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any ;
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding or under any such assignment is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, nevertheless to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5§§2.2, 9.6 4.6, 5.1 and 10.916.
(c) Nothing contained herein shall authorize the Agent to consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations owed to such Lender or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding or under any such assignment.
Appears in 2 contracts
Samples: Revolving Credit Agreement (SeaCube Container Leasing Ltd.), Revolving Credit Agreement (Seacastle Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.08 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.08 and 10.04. Nothing contained herein shall be deemed to authorize Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Hooker Furniture Corp), Credit Agreement (Hooker Furniture Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Agent, such Credit Parties and their respective agents and counsel and all other reasonable amounts due the Lenders, the LC Issuers and Lenders the Agent and such Credit Parties under Sections 2.5, 2.20.4, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other reasonable amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Kirkland's, Inc), Term Loan Credit Agreement (Beyond, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Agent and the Agent such Credit Parties under Sections 2.5, 2.20.4, 9.6 2.08 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.08 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Credit Party any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Credit Party or to authorize the Agent to vote in respect of the claim of any Credit Party in any such proceeding.
Appears in 2 contracts
Samples: Abl Credit Agreement (Vertex Energy Inc.), Credit Agreement (Vertex Energy Inc.)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to the Borrower or any Debtor Relief LawGuarantor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation any Revolving Exposure shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans or Revolving Exposure and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuers, the Swing Line Lender and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuers, the Swing Line Lender and the Agent and their respective its agents and counsel and all other amounts due the Lenders, the LC Issuers Issuers, the Swing Line Lender and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 9.7) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any .
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender, the Swing Line Lender and LC each Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders Lenders, the Swing Line Lender and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5Section 9.7. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender, 9.6 and 10.9the Swing Line Lender or any Issuer any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Omnicare Inc), Credit Agreement (Omnicare Inc)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under any Debtor Relief Lawrelative to the Obligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerCompany) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.10, 2.20.4, 9.6 10.04 and 10.910.05) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.10, 9.6 10.04 and 10.910.05. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (CNO Financial Group, Inc.), Credit Agreement (CNO Financial Group, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to the Borrower or any Debtor Relief Lawof its Subsidiaries, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Credit Party Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Administrative Agent) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.5the Credit Documents. Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Credit Party Obligations or the rights of any Lender or to authorize the Administrative Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 2 contracts
Samples: Credit Agreement (Quest Diagnostics Inc), Bridge Credit Agreement (Quest Diagnostics Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under the Bankruptcy Code or any Debtor Relief Lawother judicial proceeding relative to Borrower or any Guarantor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Reimbursement Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrower or any Guarantor) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Reimbursement Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Agent and, in the event that the if Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9this Agreement.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any proceeding under the Bankruptcy Code or any Debtor Relief Lawother judicial proceeding relative to any Credit Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the a Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers L/C Issuer and the Agent under Sections 2.5, 2.20.4, 9.6 1.3 and 10.99.1) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and ;
1. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any custodianLender or the L/C Issuer any plan of reorganization, receiverarrangement, assignee, trustee, liquidator, sequestrator adjustment or other similar official composition affecting the Obligations or the rights of any Lender or the L/C Issuer to authorize the Agent to vote in respect of the claim of any Lender or the L/C Issuer or in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9proceeding.
Appears in 1 contract
Samples: Credit Agreement (Neff Rental Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuers, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and L/C Issuers, the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and L/C Issuers, the Agent and such Credit Parties under Sections 2.52.03(h), 2.20.4, 9.6 2.08 and 10.910.04 of this Agreement or under the Fee Letter) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each L/C Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.08 and 10.04 of this Agreement or under the Fee Letter. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or any L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or any L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or any L/C Issuer in any such proceeding.
Appears in 1 contract
Samples: Credit Agreement (Cache Inc)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerCompany) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and the Agent under Sections 2.52.14, 2.20.4, 9.6 3.08 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.14 and 11.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or any Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 1 contract
Samples: Credit Agreement (Oshkosh Corp)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to any Borrower or any of its Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance or LC Obligation Obligations with respect to Letters of Credit shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding proceeding, under any such assignment or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Advances or Obligations in respect of Letters of Credit and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent Lender Group (including any claim for the reasonable compensation, expensesexpense, disbursements and advances of the Lenders, the LC Issuers and the Agent Lender Group and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and the Agent Lender Group under Sections 2.52.12, 2.20.4, 9.6 2.13(e) and 10.911.3) allowed in such judicial proceedingproceeding or under such assignment; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any ;
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding or under any such assignment is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, nevertheless to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.12, 9.6 2.13(e) and 10.911.3.
(c) Nothing contained herein shall authorize Agent to consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations owed to such Lender or the rights of any Lender or to authorize Agent to vote in respect of the claim of any Lender in any such proceeding or under any such assignment.
Appears in 1 contract
Samples: Loan and Security Agreement (Ultimate Electronics Inc)
Agent May File Proofs of Claim. In Subject to the Intercreditor Agreement, inIn case of the pendency of any proceeding under any Debtor Relief Lawinsolvency proceeding or any other judicial proceeding relative to any Obligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation Note shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerCompany) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Notes and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent Secured Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Secured Parties and their respective agents and counsel and all other amounts due the Lenders, Secured Parties hereunder and under the LC Issuers and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9other Note Documents) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Secured Party to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersSecured Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due to Agent hereunder and under the Agent under Sections 2.5, 9.6 and 10.9other Note Documents.
Appears in 1 contract
Samples: Note Purchase and Security Agreement (Metromile, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law, the Lenders hereby agree that the The Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered empowered:
(i) to file one or more proofs of claim (including, but not obligatedlimited to, secured and administrative claims) by intervention in such proceeding or otherwise for and on behalf of the Lenders:
10.11.1 to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 4.10 and 10.910.02) allowed in such judicial proceedingthe Reorganization Cases or other applicable proceedings; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; , and any trustee, custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in the Reorganization Cases or any such judicial other proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 4.10 and 10.910.02.
Appears in 1 contract
Samples: Debt Agreement (D. E. Shaw Laminar Acquisition Holdings 3, L.L.C.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lenders:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.42.20(d), 9.6 9.7 and 10.9) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.20(d), 9.7 and 10.9.
Appears in 1 contract
Samples: Revolving Credit Agreement (Enable Midstream Partners, LP)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC the L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuers, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and L/C Issuers, the Agent and such Credit Parties under Sections 2.5, 2.20.4, 9.6 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each L/C Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or any L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or any L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or any L/C Issuer in any such proceeding.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the each Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the applicable Agent shall have made any demand on the BorrowerPRA) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations (other than unasserted contingent indemnification or expense reimbursement obligations, obligations owing under Treasury Management Agreements or Swap Contracts or L/C Obligations to the extent Cash Collateralized) that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC L/C Issuers and the Agent Agents (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC L/C Issuers and the Agent Agents and their respective agents and counsel and all other amounts due the Lenders, the LC L/C Issuers and the Agent Agents under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each L/C Issuer to make such payments to the applicable Agent and, in the event that the applicable Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the applicable Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the applicable Agent and its agents and counsel, and any other amounts due the applicable Agent under Sections 2.5, 9.6 2.09 and 10.911.04.
Appears in 1 contract
Samples: Credit Agreement (Pra Group Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Borrower or guarantor hereunder, the Lenders hereby agree that Administrative Agent, or in the case of such proceeding not in the United States of America, the applicable local Agent (irrespective of whether the principal of any Loan Loan, Bankers’ Acceptance or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the any Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Bankers’ Acceptances, L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the LendersBanks, the LC Issuers Issuing Bank and the Agent Agents (including any claim for the reasonable compensation, expenses, disbursements and advances of the LendersBanks, the LC Issuers Issuing Bank and the Agent Agents and their respective agents and counsel and all other amounts due the LendersBanks, the LC Issuers Issuing Bank and the Agent Agents under Sections 2.5§2.2, 2.20.4§3.3, 9.6 §4.9, §4.10, §15 and 10.9§18) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender Bank and LC Issuer the Issuing Bank to make such payments to the Agent Agents and, in the event that the Agent Agents shall consent to the making of such payments directly to the Lenders Banks and the LC IssuersIssuing Bank, to pay to the Agent Agents any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent Agents and its their agents and counsel, and any other amounts due the to such Agent under Sections 2.5§2.2, 9.6 §3.3, §4.9, §4.10, §15 and 10.9§18. Nothing contained herein shall be deemed to authorize the Agents to authorize or consent to or accept or adopt on behalf of any Bank or Issuing Bank any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Bank or Issuing Bank to authorize the Agents to vote in respect of the claim of any Bank or Issuing Bank in any such proceeding.
Appears in 1 contract
Samples: Global Revolving Credit Agreement (Ryder System Inc)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lenders:
10.11.1 to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9) allowed in such judicial proceeding; and
10.11.2 to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawObligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Loan, LC Obligations or LC Obligation Swingline Loans shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerObligors) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Obligations, Swingline Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Secured Parties and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Secured Parties and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Secured Parties and the Agent under Sections 2.53.2, 2.20.4, 9.6 3.4 and 10.910.1.1(b).
(b) allowed in such judicial proceeding; and
10.11.2 to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Secured Party to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersSecured Parties, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.53.2, 9.6 3.4 and 10.910.1.1(b).
Appears in 1 contract
Samples: Loan, Security and Guarantee Agreement (Applied Optoelectronics, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the any Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the such Agent shall have made any demand on the Borrowerany Loan Party) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Secured Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers L/C Issuer and the Administrative Agent under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender or the L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Administrative Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 2.04 and 10.99.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9.Agent
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Multicurrency Administrative Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the 180 [Published CUSIP Number: ____] Multicurrency Administrative Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC L/C Issuers and the each Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC L/C Issuers and the each Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC L/C Issuers and the each Administrative Agent under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each L/C Issuer to make such payments to the Multicurrency Administrative Agent and, in if the event that the Multicurrency Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the Multicurrency Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Multicurrency Administrative Agent and its agents and counsel, and any other amounts due the Multicurrency Administrative Agent under Sections 2.52.09 and 11.04. Nothing contained herein shall be deemed to authorize the Multicurrency Administrative Agent to authorize or consent to or accept or adopt on behalf of any Lender or any L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or any L/C Issuer to authorize the Multicurrency Administrative Agent to vote in respect of the claim of any Lender or any L/C Issuer or in any such proceeding.
Appears in 1 contract
Samples: Credit Agreement (Invacare Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawBankruptcy Law or any other judicial proceeding relative to any Borrower Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Credit Agreement Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Lenders and the Agent under Sections 2.5Section 3.3, 2.20.4, 9.6 Section 5.3 and 10.9Section 12.3) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer each Issuing Lender to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Lenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5Section 3.3, 9.6 Section 5.3 and 10.9Section 12.3.
Appears in 1 contract
Samples: Credit Agreement (KMG Chemicals Inc)
Agent May File Proofs of Claim. (a) In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to the Borrower or the Guarantor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the LendersBanks, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the LendersBanks, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the LendersBanks, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 2 and 10.911.6) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender Bank and LC Issuer the Issuing Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders Banks and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52 and 11.6.
(b) Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Bank or the Issuing Bank any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Bank or the Issuing Bank to authorize the Agent to vote in respect of the claim of any Bank or the Issuing Bank in any such proceeding.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Term Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Term Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers and the Administrative Agent under Sections 2.5, 2.20.4, 9.6 3 and 10.910.05) allowed in such judicial proceeding; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.5, 9.6 3 and 10.910.05.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.55, 2.20.4, 9.6 15.5 and 10.915.17) allowed in such judicial proceedingproceedings; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.55, 9.6 15.5 and 10.915.17. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
Appears in 1 contract
Samples: Term Loan Agreement (Sentio Healthcare Properties Inc)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Advance or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:
10.11.1 otherwise: (A) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the LoansAdvances, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 2.04 and 10.99.04) allowed in such judicial proceeding; and
10.11.2 and (B) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its respective agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.04 and 10.99.
Appears in 1 contract
Samples: Credit Agreement (Science Applications International Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any the Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loan and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Agent and the Agent such Credit Parties under Sections 2.5, 2.20.4, 9.6 2.06 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.06 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Credit Party any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Credit Party or to authorize the Agent to vote in respect of the claim of any Credit Party in any such proceeding.
Appears in 1 contract
Samples: Second Lien Credit Agreement (Sequential Brands Group, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawCredit Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) ), by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations arising under the Credit Documents that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.54.3, 2.20.44.4, 9.6 4.5, and 10.914.7) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.54.3, 9.6 4.4, 4.5, and 10.914.7.
Appears in 1 contract
Samples: Senior Secured Credit Facility (TransMontaigne Partners L.P.)
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerCompany) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.53.08, 2.20.4, 9.6 4.01 and 10.912.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 4.01 and 10.912.04.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any proceeding under the Bankruptcy Code or any Debtor Relief Lawother judicial proceeding relative to Borrower or any Subsidiary Guarantor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Letter of Credit Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrower or any Subsidiary Guarantor) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Letter of Credit Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Issuing Bank and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Issuing Bank and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Issuing Bank and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9this Agreement) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer Issuing Bank to make such payments to the Agent and, in the event that the if Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersIssuing Bank, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Resource America, Inc.)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Obligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5, 2.20.4, 9.6 2.8 (Fees) and 10.910.3 (Expenses; Indemnity; Damage Waiver)) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; , and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 2.8 (Fees) and 10.910.3 (Expenses; Indemnity; Damage Waiver).
Appears in 1 contract
Samples: Credit Agreement (Dover Downs Gaming & Entertainment Inc)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to the Borrower or any of its Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding proceeding, under any such assignment or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9Section 15.1) allowed in such judicial proceedingproceeding or under any such assignment; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any .
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding or under such assignment is hereby authorized by each Lender and LC Issuer Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersBanks, nevertheless to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5Section 15.1.
(c) Nothing contained herein shall authorize the Agent to consent to or accept or adopt on behalf of any Bank any plan of reorganization, 9.6 arrangement, adjustment or composition affecting the Obligations owed to such Bank or the rights of any Bank or to authorize the Agent to vote in respect of the claim of any Bank in any such proceeding or under any such assignment."
(dd) AMENDMENT TO ARTICLE 23. Article 23 is hereby amended by the amendment and 10.9restatement of the first sentence thereof as follows: "The Borrower hereby knowingly, voluntarily and intentionally waives the right to a trial by jury in respect of any claim based hereon, arising out of, under or in connection with this Credit Agreement, the Notes or any of the other Loan Documents, or any course of conduct, course of dealing, statements (whether verbal or written) or actions of any party. This waiver constitutes a material inducement for the Banks to make the Loans."
(ee) ADDITION OF ARTICLE 30. The Credit Agreement is hereby amended by the insertion of Article 30 after Article 29 as follows:
Appears in 1 contract
Samples: Revolving Credit Agreement (Silverleaf Resorts Inc)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Administrative Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lenders:otherwise
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuer and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers L/C Issuer and the Administrative Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers L/C Issuer and the Administrative Agent under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC the L/C Issuer to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersL/C Issuer, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents and counsel, and any other amounts due the Administrative Agent under Sections 2.5, 9.6 2.09 and 10.910.
Appears in 1 contract
Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the each Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the applicable Agent shall have made any demand on the BorrowerPRA) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations (other than unasserted contingent indemnification or expense reimbursement obligations, obligations owing under Treasury Management Agreements or Swap Contracts or L/C Obligations to the extent Cash Collateralized) that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC L/C Issuers and the Agent Agents (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC L/C Issuers and the Agent Agents and their respective agents and counsel and all other amounts due the Lenders, the LC L/C Issuers and the Agent Agents under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9.;
Appears in 1 contract
Samples: Credit Agreement (Pra Group Inc)
Agent May File Proofs of Claim. In case of the pendency of any Insolvency Proceedings or any other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the any Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Fronting Banks and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Fronting Banks and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Fronting Banks and the Agent under Sections 2.5, 2.20.4, 9.6 and 10.9) hereunder allowed in such judicial proceeding); and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, interim receiver, receiver and manager, monitor, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer each Fronting Bank to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersFronting Banks, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the to Agent under Sections 2.5, 9.6 and 10.9hereunder.
Appears in 1 contract
Samples: Abl Credit Agreement (WillScot Corp)
Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief LawLaw or any other judicial proceeding relative to any Loan Party, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerLoan Parties) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers L/C Issuers, the Agent and the Agent other Credit Parties (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers and L/C Issuers, the Agent Agent, such Credit Parties and their respective agents and counsel and all other amounts due the Lenders, the LC L/C Issuers and the Agent and such Credit Parties under Sections 2.52.03(j) and (k), 2.20.4as applicable, 9.6 2.09 and 10.910.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each L/C Issuer to make such payments to the Agent and, in the event that if the Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.09 and 10.04. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender or any L/C Issuer any plan of reorganization, 9.6 and 10.9arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or any L/C Issuer or to authorize the Agent to vote in respect of the claim of any Lender or any L/C Issuer in any such proceeding.
Appears in 1 contract
Samples: Credit Agreement (Bluefly Inc)
Agent May File Proofs of Claim. (a) In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial, administrative or like proceeding under or any Debtor Relief Lawassignment for the benefit of creditors relative to the Borrowers or any of their Subsidiaries, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan Loan, Reimbursement Obligation or LC Unpaid Reimbursement Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerBorrowers) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding proceeding, under any such assignment or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Reimbursement Obligations or Unpaid Reimbursement Obligations and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.5§§2.2, 2.20.45.6, 9.6 6.1, 6.2 and 10.918.1) allowed in such judicial proceedingproceeding or under any such assignment; and
10.11.2 (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any ;
(b) Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding or under any such assignment is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, nevertheless to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5§§2.2, 9.6 5.6, 6.1, 6.2 and 10.918.
(c) Nothing contained herein shall authorize the Agent to consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations owed to such Lender or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding or under any such assignment.
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Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawObligor, the Lenders hereby agree that the Agent (irrespective of whether the principal of any Loan or LC Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Agent shall have made any demand on the BorrowerCompany) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC Obligations Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC Issuers Lenders and the Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC Issuers Lenders and the Agent and their respective agents and counsel and all other amounts due the Lenders, the LC Issuers Lenders and the Agent under Sections 2.52.10, 2.20.4, 9.6 10.04 and 10.910.05) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC Issuer to make such payments to the Agent and, in the event that the Agent shall consent to the making of such payments directly to the Lenders and the LC IssuersLenders, to pay to the Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.52.10, 9.6 10.04 and 10.910.05. Nothing contained herein shall be deemed to authorize the Agent to authorize or consent to or accept or adopt on behalf of any Lender any plan of reorganization, arrangement, adjustment or composition affecting the Obligations or the rights of any Lender or to authorize the Agent to vote in respect of the claim of any Lender in any such proceeding.
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Agent May File Proofs of Claim. In case of the pendency of any receivership, insolvency, liquidation, bankruptcy, reorganization, arrangement, adjustment, composition or other judicial proceeding under relative to any Debtor Relief LawLoan Party, the Lenders hereby agree that the each Agent (irrespective of whether the principal of any Loan or LC L/C Obligation shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the applicable Agent shall have made any demand on the BorrowerPRA) shall be entitled and empowered (but not obligated) empowered, by intervention in such proceeding or otherwise for and on behalf of the Lendersotherwise:
10.11.1 (a) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans, LC L/C Obligations and all other Obligations (other than unasserted contingent indemnification or expense reimbursement obligations, obligations owing under Treasury Management Agreements or Swap Contracts or L/C Obligations to the extent Cash Collateralized) that are owing and unpaid and to file such other documents as may be necessary or advisable in order to have the claims of the Lenders, the LC L/C Issuers and the Agent Agents (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders, the LC L/C Issuers and the Agent Agents and their respective agents and counsel and all other amounts due the Lenders, the LC L/C Issuers and the Agent Agents under Sections 2.52.03(i) and (j), 2.20.4, 9.6 2.09 and 10.911.04) allowed in such judicial proceeding; and
10.11.2 (b) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same; and any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender and LC each L/C Issuer to make such payments to the applicable Agent and, in the event that the applicable Agent shall consent to the making of such payments directly to the Lenders and the LC L/C Issuers, to pay to the applicable Agent any amount due for the reasonable compensationCREDIT AGREEMENT PRA GROUP, expenses, disbursements and advances of the Agent and its agents and counsel, and any other amounts due the Agent under Sections 2.5, 9.6 and 10.9.INC. CHAR1\1811758v6
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Samples: Credit Agreement (Pra Group Inc)
