Common use of Agent’s and Lender’s Rights Clause in Contracts

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: (a) to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Credit Agreement, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Credit Agreement, or (c) to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Credit Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except (i) in the case of an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described in the Credit Agreement (the "Default Rate") shall be immediately due and payable by Mortgagor to Agent and the Lenders and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon any Note. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy of Agent consequent thereon.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: LIMITATIONS ON AGENT'S AND LENDERS' OBLIGATIONS. (a) It is expressly agreed by Grantors that, anything herein to maintain the contrary notwithstanding, each Grantor shall remain liable under each of its Contracts and keep in good repair each of its Licenses to observe and perform all the Mortgaged Property conditions and obligations to be observed and performed by it thereunder. Neither Agent nor any Lender shall have any obligation or liability under any Contract or License by reason of or arising out of this Security Agreement or the granting herein of a Lien thereon or the receipt by Agent or any part thereof Lender of any payment relating to any Contract or License pursuant hereto. Neither Agent nor any Lender shall be required or obligated in any manner to perform or fulfill any of the obligations of any Grantor under or pursuant to any Contract or License, or to make any payment, or to make any inquiry as required by this Mortgage to the nature or the Credit Agreementsufficiency of any payment received by it or the sufficiency of any performance by any party under any Contract or License, or to present or file any claims, or to take any action to collect or enforce any performance or the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. (b) to maintain and pay the premiums for insurance which Agent may be required by this Mortgage or the Credit Agreement, or (c) to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Credit Agreement, or (e) to satisfy at any other terms or conditions of this Mortgage, or any instrument secured hereby, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except (i) in the case of an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if time after an Event of Default existsshall have occurred and be continuing, upon prior notice to any Grantor, notify Account Debtors, parties to the Contracts and obligors in each respect of which events no notice Instruments and Chattel Paper, that the Accounts and the right, title and interest of any Grantor in and under such Contracts, Instruments and Chattel Paper have been assigned to Agent, and that payments shall be required)made directly to Agent. Upon the reasonable request of Agent, cause such repairs each Grantor shall go notify Account Debtors, parties to Contracts and obligors in respect of Instruments and Chattel Paper. (c) Agent may after a Default pursuant to 8(g) or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease8(h) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described in the Credit Agreement (or after an Event of Default shall have occurred and be continuing, in Agent's own name or in the "Default Rate") name of any Grantor communicate with Account Debtors, parties to Contracts, obligors in respect of Instruments and obligors in respect of Chattel Paper to verify with such Persons, to Agent's reasonable satisfaction, the existence, amount and terms of any such Accounts, Contracts, Instruments or Chattel Paper. Each Grantor, at its own expense, shall be immediately due and payable by Mortgagor deliver to Agent and the Lenders and until paid shall be secured hereby equally and ratablyresults of each physical verification, and the same if any, which such Grantor may be collected as part in its discretion have made, or caused any other Person to have made on its behalf, of said principal debt in all or any suit hereon or upon any Note. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy portion of Agent consequent thereonits Inventory.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: LIMITATIONS ON AGENT'S AND LENDERS' OBLIGATIONS. (a) It is expressly agreed by US Grantors that, anything herein to maintain the contrary notwithstanding, each US Grantor shall remain liable under each of its Contracts and keep in good repair each of its Licenses to observe and perform all the Mortgaged Property conditions and obligations to be observed and performed by it thereunder. None of Agent, Canadian Agent or any part thereof as required Lender shall have any obligation or liability under any Contract or License by reason of or arising out of this Mortgage US Security Agreement or the Credit Agreementgranting herein of a Lien thereon or the receipt by Agent or any Lender of any payment relating to any Contract or License pursuant hereto. None of Agent, Canadian Agent or any Lender shall be required or obligated in any manner to perform or fulfill any of the obligations of any US Grantor under or pursuant to any Contract or License, or to make any payment, or to make any inquiry as to the nature or the sufficiency of any payment received by it or the sufficiency of any performance by any party under any Contract or License, or to present or file any claims, or to take any action to collect or enforce any performance or the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. (b) to maintain and pay the premiums for insurance which Agent may be required by this Mortgage or the Credit Agreement, or (c) to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Credit Agreement, or (e) to satisfy at any other terms or conditions of this Mortgage, or any instrument secured hereby, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except (i) in the case of an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if time after an Event of Default existshas occurred and is continuing (or if any rights of set-off (other than set-offs against an Account arising under the Contract giving rise to the same Account) or contra accounts may be asserted with respect to the following), without prior notice to any US Grantor, notify Account Debtors and other Persons obligated on the Collateral that Agent has a security interest therein, and that payments shall be made directly to Agent. Upon the request of Agent, each US Grantor shall so notify Account Debtors and other Persons obligated on Collateral. Once any such notice has been given to any Account Debtor or other Person obligated on the Collateral, the affected US Grantor shall not give any contrary instructions to such Account Debtor or other Person without Agent's prior written consent. (c) Agent may at any time in Agent's own name, in each the name of which events no notice shall be required), cause such repairs a nominee of Agent or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) name of any property included as a part US Grantor communicate (by mail, telephone, facsimile or otherwise) with Account Debtors, parties to Contracts and obligors in respect of Instruments to verify with such Persons, to Agent's satisfaction, the Mortgaged Propertyexistence, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgageamount, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or conditionterms of, and any amounts other matter relating to, Accounts, payment intangibles, Instruments or expenses so paid Chattel Paper; provided, that prior to any such communication Agent shall endeavor to notify US Grantors of its intended communication (unless an Event of Default has occurred and is continuing). If a Default or incurredEvent of Default shall have occurred and be continuing, together each US Grantor, at its own expense, shall cause the independent certified public accountants then engaged by such US Grantor to prepare and deliver to Agent, Canadian Agent and each Lender at any time and from time to time promptly upon Agent's request the following reports with interest thereon from the date respect to each US Grantor: (i) a reconciliation of payment by all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts as Agent or the Lenders may request. Each US Grantor, at the default rate of interest described in the Credit Agreement (the "Default Rate") its own expense, shall be immediately due and payable by Mortgagor deliver to Agent and the Lenders and until paid shall be secured hereby equally and ratablyresults of each physical verification, and the same if any, which such US Grantor may be collected as part in its discretion have made, or caused any other Person to have made on its behalf, of said principal debt in all or any suit hereon or upon any Note. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy portion of Agent consequent thereonits Inventory.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: : (a) to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (c) subject to Mortgagor's right to contest as set forth in the Loan Agreement, to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (d) to pay the sums required to be paid by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, taking into account all applicable grace and cure periods, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' days prior written notice (except (i) in the case of (i) an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if an Event of Default exists, in each of which events no notice shall be requiredrequired except notice of such Event of Default), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described Default Rate as provided in the Credit Loan Agreement (the "Default Rate") shall be immediately due and payable by Mortgagor to Agent and the Lenders and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon any Notehereon. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy of Agent consequent thereon.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: (a) to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (c) subject to Mortgagor’s right to contest as set forth in the Loan Agreement, to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (d) to pay the sums required to be paid by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, taking into account all applicable grace and cure periods, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' days prior written notice (except (i) in the case of (i) an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if an Event of Default exists, in each of which events no notice shall be requiredrequired except notice of such Event of Default), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described Default Rate as provided in the Credit Loan Agreement (the "Default Rate") shall be immediately due and payable by Mortgagor to Agent and the Lenders and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon any Notehereon. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy of Agent consequent thereon.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: LIMITATIONS ON AGENTS AND LENDERS' ---------------------------------------------------------------- OBLIGATIONS. ----------- (a) It is expressly agreed by each Grantor that, anything herein to maintain the contrary notwithstanding, each Grantor shall remain liable under each of its Contracts and keep in good repair each of its Licenses to observe and perform all the Mortgaged Property conditions and obligations to be observed and performed by it thereunder. Neither Agent nor any Lender shall have any obligation or liability under any Contract or License by reason of or arising out of this Supplemental Security Agreement or the granting herein of a security interest therein or the receipt by Agent or any part thereof Lender of any payment relating to any Contract or License pursuant hereto. Neither Agent nor any Lender shall be required or obligated in any manner to perform or fulfill any of the obligations of any Grantor under or pursuant to any Contract or License, or to make any payment, or to make any inquiry as required by this Mortgage to the nature or the Credit Agreementsufficiency of any payment received by it or the sufficiency of any performance by any party under any Contract or License, or to present or file any claims, or to take any action to collect or enforce any performance or the payment of any amounts which may have been assigned to it or to which it may be entitled at any time or times. (b) Agent may at any time after an Event of Default shall have occurred and be continuing, immediately upon notice to maintain Borrower, notify Account Debtors, parties to the Contracts and pay obligors in respect of Instruments and Chattel Paper, that the premiums Accounts and the right, title and interest of each Grantor in and under such Contracts, Instruments and Chattel Paper have been assigned to Agent, for insurance which may itself and the ratable benefit of Lenders, and that payments shall be required by this Mortgage or made directly to Agent, for itself and the Credit Agreementratable benefit of Lenders. Upon the request of Agent, or (c) to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Credit Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' prior written notice (except (i) in the case of an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed occurred and is continuing, each Grantor shall so notify Account Debtors, parties to satisfy, or Contracts and obligors in respect of Instruments and Chattel Paper. (c) Subject to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described limitations contained in the Credit Agreement Agreement, Agent shall have the right to make test verifications of the Accounts and physical verifications and appraisals of the Inventory and other Collateral, at Borrower's expense in any manner and through any medium that it considers advisable, and each Grantor agrees to furnish all such information and assistance as Agent may require in connection therewith. Agent may at any time in Agent's own name (on behalf of itself and Lenders), or in the "name of a Grantor communicate with Account Debtors, parties to Contracts, obligors in respect of Instruments and obligors in respect of Chattel Paper to verify with such Persons, to Agent's satisfaction, the existence, amount and terms of any such Accounts, Contracts, Instruments or Chattel Paper. If an Event of Default Rate") shall have occurred and be immediately due continuing, Borrower or Ultimate Parent, at their own expense, shall cause the certified independent public accountants then engaged by Borrower or Ultimate Parent to prepare and payable by Mortgagor deliver to Agent at any time and from time to time promptly upon Agent's request (on behalf of itself and Lenders), the Lenders following reports with respect to each Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; (iv) a test verification of such Accounts as Agent may request; and until paid (v) a summary of all intercompany accounts. Each Grantor, at its own expense, shall be secured hereby equally and ratablydeliver to Agent the results of each physical verification, and the same if any, which such Grantor may be collected as part in its discretion have made, or caused any other Person to have made on its behalf, of said principal debt in all or any suit hereon or upon any Note. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy portion of Agent consequent thereonits Inventory.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: (a) to maintain and keep keep, or cause Tenant to maintain and keep, in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Credit Loan Agreement, or (b) to maintain and pay pay, or cause the Tenant to maintain and pay, the premiums for insurance which may be required by this Mortgage or the Credit Loan Agreement, or (c) to pay and discharge discharge, or cause the Tenant to pay and discharge, all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Loan Agreement, or (d) to pay the sums required to be paid by this Mortgage or the Credit Loan Agreement, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' days prior written notice (except (i) in the case of (i) an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if an Event of Default exists, in each of which events no notice shall be required), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described Default Rate as provided in the Credit Agreement (the "Default Rate") Guaranty or Loan Agreement, shall be immediately due and payable by Mortgagor to Agent and the Lenders and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon any the Note. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy of Agent consequent thereon.

Agent’s and Lender’s Rights. If Mortgagor shall neglect or refuse: (a) to maintain and keep in good repair the Mortgaged Property or any part thereof as required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (b) to maintain and pay the premiums for insurance which may be required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (c) subject to Mortgagor’s right to contest as set forth in the Loan Agreement, to pay and discharge all taxes of whatsoever nature, assessments and charges of every nature and to whomever assessed, as required by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (d) to pay the sums required to be paid by this Mortgage or the Credit Loan Agreement, taking into account all applicable grace and cure periods, or (e) to satisfy any other terms or conditions of this Mortgage, or any instrument secured hereby, taking into account all applicable grace and cure periods, Agent may, at its election in each instance, but without any obligation whatsoever to do so, upon thirty (30) days' ’ prior written notice (except (i) in the case of (i) an emergency where there is danger to person or property, or (ii) where required insurance coverage would lapse, or (iii) if an Event of Default exists, in each of which events no notice shall be requiredrequired except notice of such Event of Default), cause such repairs or replacements to be made, obtain such insurance or pay said taxes, assessments, charges, and sums, incur and pay reasonable and documented amounts in protecting its rights hereunder and the security hereby granted, pay any balance due under any conditional agreement of sale (or lease) of any property included as a part of the Mortgaged Property, and pay any amounts as Agent deems reasonably necessary or appropriate to satisfy any term or condition of this Mortgage, which Mortgagor shall have failed to satisfy, or to remedy any breach of such term or condition, and any amounts or expenses so paid or incurred, together with interest thereon from the date of payment by Agent or the Lenders at the default rate of interest described Default Rate as provided in the Credit Loan Agreement (the "Default Rate") shall be immediately due and payable by Mortgagor to Agent and the Lenders and until paid shall be secured hereby equally and ratably, and the same may be collected as part of said principal debt in any suit hereon or upon any Notehereon. No payment by Agent or the Lenders shall relieve Mortgagor from any default hereunder or impair any right or remedy of Agent consequent thereon.