Common use of CIT Bank Clause in Contracts

CIT Bank. CIT Bank (a) ceases to accept deposits on the order of a bank regulatory authority, (b) ceases to be an insured bank under the Federal Deposit Insurance Act, (c) is required to submit a capital restoration plan to the Office of the Comptroller of the Currency (the “OCC”) that would reasonably be expected to result in a Material Adverse Effect on the Borrower’s ability to meet its Obligations, or (d) fails to comply with any formal order of a bank regulatory authority which failure would reasonably be expected to have a Material Adverse Effect; THEN, (1) upon the occurrence of any Event of Default described in Section 8.1(f) or 8.1(g) with respect to Borrower, automatically, and (2) upon the occurrence of any other Event of Default, upon notice to Borrower by the Administrative Agent (given at the direction of the Requisite Lenders) with respect to any or all of the following, (A) the Commitments shall immediately terminate; (B) each of the following shall immediately become due and payable, in each case, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Credit Party: (I) the fees, expenses, indemnities and other amounts (including fees, charges and disbursements of counsel) then due to the Administrative Agent and the other Beneficiaries, including without limitation, amounts payable under Sections 2.12, 2.14, 2.15, 2.16 and 10.2, (II) the unpaid principal amount of, and accrued interest on, the Loans, and (III) all other Obligations; (C) Borrower shall Cash Collateralize the L/C Obligations (in an amount equal to the Applicable Cash Collateralization Percentage thereof); and (D) upon the written direction of the Requisite Lenders, all LIBOR Rate Loans then outstanding shall be immediately converted into Base Rate Loans (it being understood that Borrower shall be liable for any amounts payable under Section 2.14(e) in connection with such conversion).

CIT Bank. CIT Bank (a) ceases to accept deposits on the order of a bank regulatory authority, (b) ceases to be an insured bank under the Federal Deposit Insurance Act, (c) is required to submit a capital restoration plan to the Office of the Comptroller of the Currency (the “OCC”) that would reasonably be expected to result in a Material Adverse Effect on the Borrower’s ability to meet its Obligations, or (d) fails to comply with any formal order of a bank regulatory authority which failure would reasonably be expected to have a Material Adverse Effect; THEN, ; (1) upon the occurrence of any Event of Default described in Section 8.1(f) or 8.1(g) with respect to Borrower, automatically, and (2) upon the occurrence of any other Event of Default, upon notice to Borrower by the Administrative Agent (given at the direction of the Requisite Lenders) with respect to any or all of the following, (A) the Commitments shall immediately terminate; (B) each of the following shall immediately become due and payable, in each case, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Credit Party: (I) the fees, expenses, indemnities and other amounts (including fees, charges and disbursements of counsel) then due to the Administrative Agent and the other Beneficiaries, including without limitation, amounts payable under Sections 2.12, 2.14, 2.15, 2.16 and 10.2, (II) the unpaid principal amount of, and accrued interest on, the Loans, and (III) all other Obligations; (C) Borrower shall Cash Collateralize the L/C Obligations (in an amount equal to the Applicable Cash Collateralization Percentage thereof); and (D) upon the written direction of the Requisite Lenders, all LIBOR Rate Loans then outstanding shall be immediately converted into Base Rate Loans (it being understood that Borrower shall be liable for any amounts payable under Section 2.14(e2.14(d) in connection with such conversion).

CIT Bank. CIT Bank (a) ceases to accept deposits on the order of a bank regulatory authority, (b) ceases to be an insured bank under the Federal Deposit Insurance Act, (c) is required to submit a capital restoration plan to the Office of the Comptroller of the Currency (the “OCC”) that would reasonably be expected to result in a Material Adverse Effect on the Borrower’s ability to meet its Obligations, or (d) fails to comply with any formal order of a bank regulatory authority which failure would reasonably be expected to have a Material Adverse Effect; THEN, (1) upon the occurrence of any Event of Default described in Section 8.1(f) or 8.1(g) with respect to Borrower, automatically, and (2) upon the occurrence of any other Event of Default, upon notice to Borrower by the Administrative Agent (given at the direction of the Requisite Lenders) with respect to any or all of the following, (A) the Commitments shall immediately terminate; (B) each of the following shall immediately become due and payable, in each case, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Credit Party: (I) the fees, expenses, indemnities and other amounts (including fees, charges and disbursements of counsel) then due to the Administrative Agent and the other Beneficiaries, including without limitation, amounts payable under Sections 2.12, 2.14, 2.15, 2.16 and 10.2, (II) the unpaid principal amount of, and accrued interest on, the Loans, and (III) all other Obligations; (C) Borrower shall Cash Collateralize the L/C Obligations (in an amount equal to the Applicable Cash Collateralization Percentage thereof); and (D) upon the written direction of the Requisite Lenders, all LIBOR Rate Loans then outstanding shall be immediately converted into Base Rate Loans (it being understood that Borrower shall be liable for any amounts payable under Section 2.14(e) in connection with such conversion).

CIT Bank. From and after the consummation of the Air Disposition, CIT Bank (a) ceases to accept deposits on the order of a bank regulatory authority, (b) ceases to be an insured bank under the Federal Deposit Insurance Act, (c) is required to submit a capital restoration plan to the Office of the Comptroller of the Currency (the “OCC”) that would reasonably be expected to result in a Material Adverse Effect on the Borrower’s ability to meet its Obligations, or (d) fails to comply with any formal order of a bank regulatory authority which failure would reasonably be expected to have a Material Adverse Effect; THEN, (1) upon the occurrence of any Event of Default described in Section 8.1(f) or 8.1(g) with respect to Borrower, automatically, and (2) upon the occurrence of any other Event of Default, upon notice to Borrower by the Administrative Agent (given at the direction of the Requisite Lenders) with respect to any or all of the following, (A) the Commitments shall immediately terminate; (B) each of the following shall immediately become due and payable, in each case, without presentment, demand, protest or other requirements of any kind, all of which are hereby expressly waived by each Credit Party: (I) the fees, expenses, indemnities and other amounts (including fees, charges and disbursements of counsel) then due to the Administrative Agent and the other Beneficiaries, including without limitation, amounts payable under Sections 2.12, 2.14, 2.15, 2.16 and 10.2, (II) the unpaid principal amount of, and accrued interest on, the Loans, and (III) all other Obligations; (C) Borrower shall Cash Collateralize the L/C Obligations (in an amount equal to the Applicable Cash Collateralization Percentage thereof); and (D) upon the written direction of the Requisite Lenders, all LIBOR Rate Loans then outstanding shall be immediately converted into Base Rate Loans (it being understood that Borrower shall be liable for any amounts payable under Section 2.14(e2.14(c) in connection with such conversion).