Cross-Collateralization; Right of Set-Off Sample Clauses

Cross-Collateralization; Right of Set-Off. Except to the extent otherwise agreed with you in writing, any loans, charges, service or analysis charges, overdrafts or other obligations or other indebtedness now or hereafter owed to us by you may be charged in whole or in part to the Account, to any other account(s) in your name, or to accounts of co-owners and of certain individuals, to the extent permitted by law. You grant us a security interest in the balance in the Account and in any other account(s) in your name, to pay all loans, charges, service or analysis charges, overdrafts or other obligations or other indebtedness now or hereafter owed to us by you. In addition, we may exercise our right of set off without advance notice to you and without regard to any other right that we may have against you or any other party. Such set off shall be effective immediately upon the occurrence of the event giving rise to the set off rights even though we may enter the set off on our books at a later date. Our security interest and right of set off shall prevail and take priority over any adverse claim, change of ownership, pledge, attachment, garnishment, levy, court order or other legal process of any kind whatsoever. Should one of these events occur, we may take any action permitted or required by law.
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Cross-Collateralization; Right of Set-Off. If an Event of ----------------------------------------- Default has occurred and either is continuing or has led to an acceleration under Section 10.01, or if any amount payable hereunder or under any of the other Note Documents on the Termination Date (or any earlier Maturity Date) is not paid as and when due, the Agent and each of the Purchasers and the Noteholders may each, in its sole discretion, proceed, without prior notice to the Note Issuer (any such notice being expressly waived by the Note Issuer to the extent permitted by applicable law) against any assets held by it under this Note Purchase Agreement or any other agreement between it and the Note Issuer and shall have a right of set-off against, and a right to appropriate and apply, such amount any and all monies and other property of the Note Issuer, including any and all deposits (general or special, time or demand, provisional or final), in any currency, and any and all other credits, indebtedness or claims, in any currency, in each case whether direct or indirect, absolute or contingent, matured or unmatured, and in each case at any time held or owing by the Agent, such Purchaser or Noteholder. Each of the Agent and each Purchaser and Noteholder agrees promptly to notify the Note Issuer after any such set-off and application made by it; provided that the failure to give such notice shall not affect the validity of such set-off and application. In addition, the Agent may, in its sole discretion upon the occurrence and during the continuation of an event of default under any other agreement giving rise to Secured Obligations, proceed against any Collateral and each of the Agent, the Purchasers and the Noteholders shall have a right to set-off against any Secured Obligations any amounts (including, without limitation, any rebate of Facility Fee) owed by it to the Note Issuer under this Note Purchase Agreement.
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Cross-Collateralization; Right of Set-Off. Buyer may, in its sole discretion upon the occurrence and during the continuation of an Event of Default hereunder, proceed against any assets of Seller held by Buyer or any Affiliate under any agreement and shall have a right of set-off against any amounts owed by Buyer or any Affiliate to Seller under any agreement. In addition, the parties agree that Buyer may, in its sole discretion upon the occurrence and during the continuation of an event of default under any other agreement to which Seller and Buyer or any of its Affiliates are parties, proceed against any assets held by Buyer hereunder and shall have a right of set-off against any amounts owed by Buyer to Seller.
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Cross-Collateralization; Right of Set-Off. MLMCI may, in its sole discretion upon the occurrence and during the continuation of an Event of Default hereunder, proceed against any assets held by it or any of its affiliates under any hedging related agreement with Seller and shall have a right of set-off against any amounts owed by MLMCI or any of its affiliates to Seller under any hedging related agreement with Seller. In addition, the parties agree that MLMCI or any of its affiliates may, in its sole discretion upon the occurrence and during the continuation of an event of default under any other agreement with Seller, proceed against any assets held by it hereunder and shall have a right of set-off against any amount owed by MLMCI to Seller hereunder.
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Cross-Collateralization; Right of Set-Off. MLMCI may, in its sole discretion upon the occurrence and during the continuation of an Event of Default hereunder, proceed against any assets held by it under the Master Repurchase Agreement and shall have a right of set-off against any amounts owed by MLMCI under the Master Repurchase Agreement. In addition, the parties agree that MLMCI may, in its sole discretion upon the occurrence and during the continuation of an event of default under the Master Repurchase Agreement, proceed against any assets held by it hereunder and shall have a right of set-off against any amount owed by MLMCI to Assignor hereunder.
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Cross-Collateralization; Right of Set-Off. SBRC may, in its sole discretion upon the occurrence and during the continuation of an Event of Default hereunder, proceed against any assets held by it under any agreement with Borrower or Onyx and shall have a right of set-off against any amounts owed by SBRC to Borrower or Onyx under any such agreement. In addition, the parties agree that SBRC may, in its sole discretion upon the occurrence and during the continuation of an event of default under any such agreement, proceed against any assets held by it hereunder and shall have a right of set-off against any amounts owed by SBRC to Borrower hereunder.
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Cross-Collateralization; Right of Set-Off. MLMCI may, in its sole discretion upon the occurrence and during the continuation of an Event of Default hereunder, proceed against any assets held by it under the Master Assignment Agreement and shall have a right of set-off against any amounts owed by MLMCI to Seller under the Master Assignment Agreement. In addition, the parties agree that MLMCI may, in its sole discretion upon the occurrence and during the continuation of an event of default under the Master Assignment Agreement, proceed against any assets held by it hereunder and shall have a right of set-off against any amounts owed by MLMCI to Seller hereunder.
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Cross-Collateralization; Right of Set-Off. The Note Purchaser may, in its sole discretion upon the occurrence of an Event of Default, proceed against any assets held by it or on its behalf under this Agreement or any other agreement between the Note Purchaser and the Company and shall have a right of set-off against any amounts owed by the Note Purchaser to the Company under this Agreement or any other agreement between the Note Purchaser and 52 the Company. In addition, the Note Purchaser may, in its sole discretion upon the occurrence and during the continuation of an event of default under any other agreement between the Note Purchaser and the Company, proceed against any Collateral (or cause it to be proceeded against) and shall have a right of set-off against any amounts owed by the Note Purchaser to the Company under this Agreement.
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Cross-Collateralization; Right of Set-Off. MLMCI may, in its sole discretion upon the occurrence and during the continuation of an Event of Default hereunder, proceed against any assets held by it or any of its affiliates under any other agreement with Assignor or any of Assignor's subsidiaries (including, without limitation, the Swap Agreement) and shall have a right of set-off against any amounts owed by MLMCI, MLCS or any of their affiliates to Assignor under any other agreement with Assignor or any of Assignor's subsidiaries. In addition, the parties agree that MLMCI may, in its sole discretion upon the occurrence and during the continuation of an event of default under any other agreement with Assignor or any of Assignor's subsidiaries (including, without limitation, the Swap Agreement), proceed against any assets held by it hereunder and shall have a right of set-off against any amount owed by MLMCI to Assignor hereunder.
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Related to Cross-Collateralization; Right of Set-Off

  • Cross-Collateralization No Mortgage Loan is cross-collateralized or cross-defaulted with any other mortgage loan that is outside the Mortgage Pool, except in the case of a Mortgage Loan that is part of a Whole Loan.

  • Obligation to Cash Collateralize At any time there shall exist a Defaulting Lender, within one Business Day following the written request of the Administrative Agent or the L/C Issuer (with a copy to the Administrative Agent), the Borrower shall Cash Collateralize the L/C Issuer’s Fronting Exposure with respect to such Defaulting Lender (determined after giving effect to Section 2.15(a)(iv) and any Cash Collateral provided by such Defaulting Lender) in an amount not less than the Minimum Collateral Amount.

  • Cash Collateralization (i) If any Event of Default shall occur and be continuing, on the Business Day that the Borrower receives notice from the Administrative Agent or the Required Revolving Lenders (or, if the maturity of the Loans has been accelerated, Revolving Lenders with L/C Obligations representing at least 66-2/3% of the total L/C Obligations) demanding the deposit of Cash Collateral pursuant to this clause (q), the Borrower shall immediately deposit into an account established and maintained on the books and records of the Administrative Agent (the “Collateral Account”) an amount in cash equal to 105% of the total L/C Obligations as of such date plus any accrued and unpaid interest thereon, provided that the obligation to deposit such Cash Collateral shall become effective immediately, and such deposit shall become immediately due and payable, without demand or other notice of any kind, upon the occurrence of any Event of Default with respect to the Borrower described in clause (f) of Section 8.01. Such deposit shall be held by the Administrative Agent as collateral for the payment and performance of the obligations of the Borrower under this Agreement. In addition, and without limiting the foregoing or clause (d) of this Section 2.03, if any L/C Obligations remain outstanding after the expiration date specified in said clause (d), the Borrower shall immediately deposit into the Collateral Account an amount in cash equal to 105% of such L/C Obligations as of such date plus any accrued and unpaid interest thereon. (ii) The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the Collateral Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the Collateral Account. Moneys in the Collateral Account shall be applied by the Administrative Agent to reimburse the L/C Issuer for L/C Disbursements for which it has not been reimbursed, together with related fees, costs, and customary processing charges, and, to the extent not so applied, shall be held for the satisfaction of the reimbursement obligations of the Borrower for the L/C Obligations at such time or, if the maturity of the Loans has been accelerated (but subject to the consent of Lenders with L/C Obligations representing 66-2/3% of the total L/C Obligations), be applied to satisfy other obligations of the Borrower under this Agreement. If the Borrower is required to provide an amount of Cash Collateral hereunder as a result of the occurrence of an Event of Default, such amount (to the extent not applied as aforesaid) shall be returned to the Borrower within three (3) Business Days after all Events of Default have been cured or waived.

  • Right of Set-off Upon (i) the occurrence and during the continuance of any Event of Default and (ii) the making of the request or the granting of the consent specified by Section 6.01 to authorize the Administrative Agent to declare the outstanding Borrowings due and payable pursuant to the provisions of Section 6.01, each Lender, each LC Issuing Bank and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by Applicable Law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held, and other obligations (in whatever currency) at any time owing, by such Lender, such LC Issuing Bank or any such Affiliate, to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document to such Lender, such LC Issuing Bank or their respective Affiliates, irrespective of whether or not such Lender, such LC Issuing Bank or such Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch, office or Affiliate of such Lender, such LC Issuing Bank different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, (x) all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of Section 2.21 and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent, the LC Issuing Banks, and the Lenders, and (y) the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the obligations of the Borrower owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender, each LC Issuing Bank and their respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender, such LC Issuing Bank or their respective Affiliates may have. Each Lender and each LC Issuing Bank agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application.

  • Interest and Right of Set Off Any sum which becomes payable under any of the provisions of this Agreement by one Party to the other Party shall, if the same be not paid within the time allowed for payment thereof, shall be deemed to be a debt owed by the Party responsible for payment thereof to the Party entitled to receive the same. Such sum shall until payment thereof carry simple interest at SBI PLR plus 5% per annum from the due date for payment thereof until the same is paid to or otherwise realised by the Party entitled to the same. Without prejudice to any other right or remedy that may be available under this Agreement or otherwise under law, the Party entitled to receive such amount shall also have the right of set off. Provided the stipulation regarding interest for delayed payments contained in Clause 14.2 shall neither be deemed nor construed to authorise any delay in payment of any amount due by a Party nor be deemed or construed to be a waiver of the underlying breach of payment obligations.

  • Cross-Collateralization; Adjustments to Available Funds (a) If on each Distribution Date after the date on which the aggregate Class Certificate Balance and Component Principal Balance of the Senior Certificates related to a Loan Group has been reduced to zero, the Trustee shall distribute Available Funds on all the Mortgage Loans assuming there is only one group of Mortgage Loans consisting of all of the Mortgage Loans. (b) If on any Distribution Date the aggregate Class Certificate Balance and Component Principal Balance of the Senior Certificates and related Principal Only Component (after all other distributions are made on such Distribution Date) in a Loan Group is greater than the aggregate Stated Principal Balance of the Mortgage Loans in such Loan Group as of the Due Date in the month of such Distribution Date (after giving effect to Principal Prepayments in the Prepayment Period related to that Due Date) (the "Undercollateralized Group"), then the Trustee shall reduce the Available Funds of the other Loan Group to the extent that it is not undercollateralized (the "Overcollateralized Group"), as follows: (i) to the Senior Certificates of the Undercollateralized Group an amount equal to the lesser of (a) the Accrued Interest Amount and (b) Available Funds of the Overcollateralized Group remaining after making distributions to the Senior Certificates of the Overcollateralized Group on such Distribution Date pursuant to Section 4.02; and (ii) to the Senior Certificates of the Undercollateralized Group, to the extent of the principal portion of the Available Funds of the Overcollateralized Group remaining after making distributions to the Senior Certificates of the Overcollateralized Group on such Distribution Date pursuant to Section 4.02 and the Accrued Interest Amount pursuant to clause (i) above, until the Class Certificate Balance and Component Principal Balance of the Senior Certificate Group of such Undercollateralized Group equals the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group as of the Due Date in the month of such Distribution Date (after giving effect to Principal Prepayments in the Prepayment Period related to that Due Date).

  • Defective Collateralization This Agreement or any of the Related Documents ceases to be in full force and effect (including failure of any collateral document to create a valid and perfected security interest or lien) at any time and for any reason.

  • Termination of Security Interests; Release of Collateral Upon payment in full of all Secured Obligations, the Security Interests shall terminate and all rights to the Collateral shall revert to Debtor. Upon such termination of the Security Interest or release of any Collateral, the Secured Party will, at the expense of Debtor, execute and deliver to Debtor such documents as Debtor shall reasonably request to evidence the termination of the Security Interest or the release of such Collateral, as the case may be.

  • Appropriation of Payment Right of Set Off 15.1 Right of appropriation (i) all unpaid interest, fees and charges shown in any previous master billing statement of account; (ii) all unpaid interest, fees and charges shown in the current master billing statement of account; (iii) all unpaid fund transfer balances (subject to 15.1(b)), Card transactions shown in any previous master billing statements of account; (iv) all unpaid fund transfer balances (subject to 15.1(b)), Card transactions shown in the current master billing statement of account; (v) all unpaid fund transfer balances (subject to 15.1(b)), Card transactions not yet included in the computation of any master billing statement of account. (b) Payments made to your Card account will always reduce the balances transferred under the latest fund transfer program (after it has been reflected in your statement of account) before reducing any other outstanding balance in your Card account (including any balances transferred from previous fund transfer programs).

  • Restrictions on Actions by Lenders; Sharing of Payments (a) Each of the Lenders agrees that it shall not, without the express written consent of Agent, and that it shall, to the extent it is lawfully entitled to do so, upon the written request of Agent, set off against the Obligations, any amounts owing by such Lender to any Loan Party or its Subsidiaries or any deposit accounts of any Loan Party or its Subsidiaries now or hereafter maintained with such Lender. Each of the Lenders further agrees that it shall not, unless specifically requested to do so in writing by Agent, take or cause to be taken any action, including, the commencement of any legal or equitable proceedings to enforce any Loan Document against any Borrower or any Guarantor or to foreclose any Lien on, or otherwise enforce any security interest in, any of the Collateral. (b) If, at any time or times any Lender shall receive (i) by payment, foreclosure, setoff, or otherwise, any proceeds of Collateral or any payments with respect to the Obligations, except for any such proceeds or payments received by such Lender from Agent pursuant to the terms of this Agreement, or (ii) payments from Agent in excess of such Lender’s Pro Rata Share of all such distributions by Agent, such Lender promptly shall (A) turn the same over to Agent, in kind, and with such endorsements as may be required to negotiate the same to Agent, or in immediately available funds, as applicable, for the account of all of the Lenders and for application to the Obligations in accordance with the applicable provisions of this Agreement, or (B) purchase, without recourse or warranty, an undivided interest and participation in the Obligations owed to the other Lenders so that such excess payment received shall be applied ratably as among the Lenders in accordance with their Pro Rata Shares; provided, that to the extent that such excess payment received by the purchasing party is thereafter recovered from it, those purchases of participations shall be rescinded in whole or in part, as applicable, and the applicable portion of the purchase price paid therefor shall be returned to such purchasing party, but without interest except to the extent that such purchasing party is required to pay interest in connection with the recovery of the excess payment.

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