Common use of Collateral Agent Advances Clause in Contracts

Collateral Agent Advances. Upon the occurrence and during the continuance of an Event of Default, Collateral Agent may from time to time make such disbursements and advances (“Collateral Agent Advances”) which Collateral Agent, in its sole discretion, deems necessary or desirable to preserve, protect, prepare for sale or lease or dispose of the Collateral or any portion thereof, to enhance the likelihood or maximize the amount of repayment by Borrowers of the Loans and other Obligations or to pay any other amount chargeable to Borrowers pursuant to the terms of this Agreement, including, without limitation, costs, fees and expenses as described in Section 3.4 and costs and expenses incurred by Collateral Agent in performing any covenant or agreement required to be performed by Borrowers which Borrowers have failed to perform. Collateral Agent Advances shall be repayable on demand and be secured by the Collateral. Collateral Agent Advances shall constitute Obligations hereunder which may be charged to the applicable Borrower’s account. Collateral Agent shall notify each Lender and Borrower Representative in writing of each such Collateral Agent Advance, which notice shall include a description of the purpose of such Collateral Agent Advance. Without limitation to its obligations pursuant to Section 11.6, each Lender agrees that it shall make available to Collateral Agent, upon Collateral Agent’s demand, in Dollars in immediately available funds, the amount equal to such Lender’s Pro Rata share of each such Collateral Agent Advance. If such funds are not made available to Collateral Agent by such Lender, Collateral Agent shall be entitled to recover such funds on demand from such Lender, together with interest thereon for each day from the date such payment was due until the date such amount is paid to Collateral Agent at the Reference Rate.

Collateral Agent Advances. Upon (a) Pursuant to Section 10.08 of the occurrence Financing Agreement and during subject to the continuance conditions in Section 8(b) below, commencing on the Forbearance Effective Date, upon the written request substantially in the form of an Event of Default, Annex I hereto (the “Collateral Agent may Advance Request”) of the Borrowers not later than 12:00 noon (New York City time) on the date that is two (2) Business Days prior to the date of such Collateral Agent Advance the Collateral Agent hereby agrees to make Collateral Agent Advances from time to time make such disbursements and advances (“in an aggregate principal amount not to exceed $11,000,000; provided, that, the Collateral Agent Advances”) which Collateral Agentmay, in its sole discretion, deems necessary or desirable to preserve, protect, prepare for sale or lease or dispose discretion upon the request of the Borrowers’ demonstrating the need for such additional Collateral or any portion thereofAgent Advances, to enhance the likelihood or maximize the make Collateral Agent Advances in an aggregate amount in excess of repayment $11,000,000 but not in an aggregate amount in excess of $14,000,000. Any Collateral Agent Advance Request shall be made no more frequently than once a week unless otherwise agreed by Borrowers of the Loans and other Obligations or to pay any other amount chargeable to Borrowers pursuant Collateral Agent. Such Collateral Agent Advances will not be made to the terms of this Agreement, including, without limitation, costs, fees Parent and expenses as described in Section 3.4 and costs and expenses incurred by Collateral Agent in performing any covenant or agreement required will be made to be performed by Borrowers which Borrowers have failed to performSpark Networks. Such Collateral Agent Advances shall be repayable on demand used solely to pay working capital expenses of the Loan Parties in order to maximize repayment of the Obligations. Such Collateral Agent Advances shall be subject to Section 10.08 of the Financing Agreement and the terms contained in this Agreement.The Collateral Agent Advances shall constitute “Obligations” under the Financing Agreement and this Agreement, shall accrue interest at a rate per annum equal to the rate of interest applicable to the Term Loan in accordance with Section 2.04(a) of the Financing Agreement, be guaranteed by the other Borrowers, as applicable, and the Guarantors and shall be secured by the Collateral. The Loan Parties, the Administrative Agent and the Lenders hereby acknowledge and agree that this letter agreement constitutes a “Loan Document” under the Financing Agreement. (b) The obligation of the Collateral Agent Advances shall constitute Obligations hereunder which may be charged to the applicable Borrower’s account. make any Collateral Agent shall notify each Lender and Borrower Representative in writing Advance is subject to satisfaction, or written waiver by the Collateral Agent, of each such Collateral Agent Advance, which notice shall include a description of the purpose following conditions precedent: (i) no Termination Event shall have occurred or would result from the making of such Collateral Agent Advance. Without limitation to its obligations pursuant to Section 11.6, each Lender agrees that it ; (ii) the Cash Flow Plan shall make available to Collateral Agent, upon Collateral Agent’s demand, in Dollars in immediately available funds, demonstrate the amount equal to such Lender’s Pro Rata share necessity of each such Collateral Agent Advance. If such funds are not made available to ; and (iii) delivery by the Loan Parties of an executed Collateral Agent by Advance Request, which shall specify the principal amount of such Lender, Collateral Agent shall be entitled to recover such funds on demand from such Lender, together with interest thereon for each day from Advance and the date such payment was due until the date such amount is paid to Collateral Agent at the Reference Rateuse of proceeds thereof.

Collateral Agent Advances. Upon the occurrence and during the continuance of an Event of Default, The Collateral Agent may from time to time make such disbursements and advances (“Collateral Agent Advances”) which the Collateral Agent, in its sole discretion, deems necessary or desirable to preserve, protect, prepare for sale or lease or dispose of the Collateral or any portion thereof, to enhance the likelihood or maximize the amount of repayment by Borrowers the Company of the Loans Loans, the unreimbursed Synthetic L/C Disbursements and other Obligations or to pay any other amount chargeable to the Borrowers pursuant to the terms of this Agreement, including, without limitation, costs, fees and expenses as described in Section 3.4 and costs and expenses incurred by Collateral Agent in performing any covenant or agreement required to be performed by Borrowers which Borrowers have failed to perform10.2. The Collateral Agent Advances shall be repayable on demand and be secured by the Collateral. The Collateral Agent Advances shall constitute Obligations hereunder which may be charged to the applicable Borrower’s accountLoan Account in accordance with Section 2.16(f). The Collateral Agent shall notify each Lender and Borrower Representative the Company in writing of each such Collateral Agent Advance, which notice shall include a description of the purpose of such Collateral Agent Advance. Without limitation to its obligations pursuant to Section 11.69.6, each Lender agrees that it shall make available to the Collateral Agent, upon the Collateral Agent’s demand, in Dollars in immediately available funds, the amount equal to such Lender’s Pro Rata share Share of each such Collateral Agent Advance. If such funds are not made available to the Collateral Agent by such Lender, the Collateral Agent shall be entitled to recover such funds on demand from such Lender, together with interest thereon for each day from the date such payment was due until the date such amount is paid to the Collateral Agent Agent, at the Reference Federal Funds Effective Rate for three Business Days and thereafter at the Base Rate.