Credit Event. The earliest of (i) an Event of Bankruptcy with respect to Lennox International, (ii) an Event of Bankruptcy with respect to Lennox or (iii) any event described in subsection (d) of Section 10.1 hereof.
Credit Event. In addition to any other rights of Party A herein contained and notwithstanding anything to the contrary in this Agreement, upon the expiration, cancellation or termination of the Intercompany Loan Agreement (as defined in the Master Definitions and Construction Agreement), Party A may upon giving two (2) Business Days’ notice to Party B, which shall be the Affected Party, terminate this Agreement and all Transactions thereunder in accordance with the terms and conditions hereof.
Credit Event. (i) Pershing's Net Capital is materially reduced for any reason; (ii) BNY Mellon, or any other provider of committed or uncommitted funding facilities, terminates or materially modifies funding lines to Pershing; or (iii) an Act of Insolvency with respect to Pershing or BNY Mellon occurs.
Credit Event. On the Closing Date:
(a) The Administrative Agent shall have received, on behalf of itself and the Lenders, a favorable written opinion of (i) Xxxxxxxx & Xxxxx LLP, counsel for Holdings and the Borrower, substantially to the effect set forth in Exhibit G-1, and (ii) each local counsel and regulatory counsel listed on Schedule 4.02(a), substantially to the effect set forth in Exhibits G-2, G-3 and G-4, respectively, in each case (A) dated the Closing Date, (B) addressed to the Administrative Agent and the Lenders, and (C) covering such other matters relating to the Loan Documents and the Transactions as the Administrative Agent shall reasonably request, and Holdings and the Borrower hereby request such counsel to deliver such opinions.
(b) All legal matters incident to this Agreement, the Borrowings and extensions of credit hereunder and the other Loan Documents shall be satisfactory to the Lenders and to the Administrative Agent.
(c) The Administrative Agent shall have received (i) a copy of the certificate or articles of incorporation, including all amendments thereto, of each Loan Party, certified as of a recent date by the Secretary of State of the state of its organization, and a certificate as to the good standing of each Loan Party as of a recent date, from such Secretary of State; (ii) a certificate of the Secretary or Assistant Secretary of each Loan Party dated the Closing Date and certifying (A) that attached thereto is a true and complete copy of the by-laws of such Loan Party as in effect on the Closing Date and at all times since a date prior to the date of the resolutions described in clause (B) below, (B) that attached thereto is a true and complete copy of resolutions duly adopted by the Board of Directors of such Loan Party authorizing the execution, delivery and performance of the Loan Documents to which such Person is a party and, in the case of the Borrower, the borrowings hereunder, and that such resolutions have not been modified, rescinded or amended and are in full force and effect, (C) that the certificate or articles of incorporation of such Loan Party have not been amended since the date of the last amendment thereto shown on the certificate of good standing furnished pursuant to clause (i) above, and (D) as to the incumbency and specimen signature of each officer executing any Loan Document or any other document delivered in connection herewith on behalf of such Loan Party; (iii) a certificate of another officer as to the incumb...
Credit Event. Within five (5) Business Days of the occurrence thereof, each Seller Party will furnish to the Administrative Agent, on the Purchaser's behalf, notice of any Credit Event;
Credit Event. Promptly, and in any event not later than two (2) Business Days, after obtaining Knowledge or following receipt of notice thereof, Seller shall notify Buyer of any events, facts or circumstances that have caused or are reasonably likely to cause a Credit Event to occur with respect to any Purchased Asset.
Credit Event. Section 4.1 (Credit Event) is modified by deleting sub-paragraph (c) in its entirety and replacing it with the following:
Credit Event. If Tenant’s unrestricted cash position falls below $2,000,000.00 as indicated in any Tenant financial statement (a “Credit Event”), Landlord may deliver notice of such Credit Event (the “Credit Notice”) to Tenant demanding that Tenant either provide evidence that Tenant’s unrestricted cash position is greater than or equal to $2,000,000.00 or Tenant provide the Credit Enhancement (defined below). Such Credit Event shall be deemed an Event of Default if, within 90 days of delivery of the Credit Notice, (a) Tenant’s does not provide subsequent financial statements indicating an unrestricted cash position greater than or equal to $2,000,000.00 or (b) Tenant does not provide the Credit Enhancement (defined below) to Landlord.
Credit Event. The obligation of each Lender to make a Loan or of the L/C Issuer to issue or extend any Letter of Credit on the occasion of any Borrowing (including, without limitation, any Borrowing that occurs upon the Effective Date) is subject to the satisfaction of the following conditions:
(a) receipt by Administrative Agent of a Borrowing Request and Borrowing Base Certificate pursuant to Section 2.03;
(b) immediately after such Borrowing or issuance (i) the Credit Exposure will not exceed the Borrowing Base; (ii) the Term Loan Credit Exposure will not exceed the Term Loan Borrowing Base Availability; (iii) the Revolving Loan Credit Exposure will not exceed the Revolving Loan Borrowing Base Availability; (iv) with respect to each Term Lender, such Term Lender’s Term Loan Applicable Percentage of the Term Loan Credit Exposure will not exceed such Term Lender’s Term Loan Commitment; and (v) with respect to each Revolving Lender, such Revolving Lender’s Revolving Loan Applicable Percentage of the Revolving Loan Credit Exposure will not exceed such Revolving Lender’s Revolving Loan Commitment;
(c) the representations and warranties of Borrower contained in this Agreement and the representations and warranties of Borrower and Guarantor in the other Loan Documents shall be true and correct in all material respects on and as of the date of such Borrowing or issuance both before and after giving effect to the making of such Loans, except to the extent that any representation or warranty relates to an earlier date, in which case such representation or warranty shall be true and correct in all material respects as of such earlier date and except with respect to any representations or warranties contained in Section 3.22 hereof which are inaccurate but for which the thirty (30) day period provided thereunder for Borrower to remove the applicable Borrowing Base Property has not yet expired;
(d) at the time of and immediately after giving effect to such Borrowing or issuance, no Default shall have occurred and be continuing;
(e) Intentionally Omitted;
(f) Intentionally Omitted;
(g) receipt by Administrative Agent of a completed Borrowing Base Certificate dated the date that the applicable request for Borrowing or issuance of a Letter of Credit is given pursuant to Section 2.03 which shall be true and correct as of the date of such applicable Borrowing or issuance;
Credit Event. In addition to any other rights of Party A herein contained and notwithstanding anything to the contrary in this Agreement, upon the expiration, cancellation or termination of the Credit Agreement, or if Party A shall cease to be a Lender under the Credit Agreement, Party A may upon giving two (2) Business Days notice to Party B, which shall be the Affected Party, terminate this Agreement and all Transactions thereunder in accordance with the terms and conditions hereof. Notwithstanding the foregoing, in the event that the Credit Agreement is not terminated but Party A ceases to be a Lender under the Credit Agreement, within one Business Day of receiving notice of termination from Party A hereunder, Party B may notify Party A that within five Business Days it will either (A) provide security to cover all Transactions hereunder that ranks pari passu with the Security (as defined in the Credit Agreement) or (B) provide an assignment agreement under which Party A will assign the Transactions to another entity. If the Transactions are not covered by adequate security or assigned as provided herein. Party A will have the right to terminate this Agreement and all Transactions.
