Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day: (i) any Incipient Termination Event or Termination Event; (ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware; (iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement; (iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more; (v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor; (vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect; (vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or (viii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Receivables Funding Agreement (Alpine Group Inc /De/), Receivables Funding Agreement (Superior Telecom Inc)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Seller has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Seller proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Seller Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Seller Collateral or on the assignments and Liens granted by the Borrower Seller pursuant to the Funding this Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale either Transfer Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 1 million or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any ObligorSeller;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the Seller’s business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to may have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Samples: Receivables Purchase and Servicing Agreement (Synnex Corp), Receivables Purchase and Servicing Agreement (Synnex Information Technologies Inc)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with with
(a) 2 744861979 10435078 respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Trigger Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, the Member, any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, the Member, any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, the Member any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, the Member, any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, the Member, any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, the Member, any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, the Member, any Originator, any other Subsidiary of the Parent Servicer or any Originator or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Rexnord Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Servicer has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Servicer proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Transferred Receivables of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Transferred Receivables or on the assignments and Liens granted by the Borrower Originators pursuant to the Funding Sale Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor seeking a decree or order in respect of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor;
(vi) the receipt of notice that (A) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to be, or may be, suspended or revoked, or (C) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its Exhibit 9.05(b)-2 business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect Material Adverse Effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iviii) the occurrence of any event of the type described in Sections 4.02(h)(i), ) and (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 1,000,000 or more;; or
(viv) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originatorthe Member, any other Subsidiary of Originator or the Ultimate Parent or any Obligor such Person seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor such Person (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor such Person or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of such Person;
(v) promptly following any request by the BorrowerAdministrative Agent therefor, furnish to the Parent, the Servicer, Administrative Agent copies of any Originator, documents or notices described in Sections 101(k) or 101(l) of ERISA that any other Subsidiary of the Parent Transaction Party or any ObligorERISA Affiliate may request with respect to any Multiemployer Plan; provided, that if the Transaction Parties or their ERISA Affiliates have not requested such documents or notices from the administrator or sponsor of an applicable Multiemployer Plan, then the Borrower shall cause the Transaction Parties and/or their ERISA Affiliates to promptly make a request for such documents or notices from the administrator or sponsor of such Multiemployer Plan and Borrower shall provide copies of such document and notices promptly after receipt thereof;
(vi) promptly give notice to the receipt Administrative Agent (who shall deliver to each Lender) upon a Responsible Officer obtaining knowledge of notice the occurrence of any Reportable Event that, alone or together with any other Reportable Events that have occurred, would reasonably be expected to result in a Material Adverse Effect, and in addition to such notice, deliver to the Administrative Agent and each Lender whichever of the following may be applicable: (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary a certificate of the Parent Responsible Officer setting forth details as to such Reportable Event and the action that the Transaction Parties or ERISA Affiliate proposes to take with respect thereto, together with a copy of any Obligor is being placed under regulatory supervisionnotice of such Reportable Event that may be required to be filed with the PBGC, or (B) any license, permit, charter, registration or approval necessary for notice delivered by the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it PBGC in the conduct of its business if connection with such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another PersonReportable Event; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Cumulus Media Inc)
Default Notices. As soon as practicable, and in any event within five (5) Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereofthereof or has received notice of the same from the Servicer pursuant to Section 2.1(o) of the Servicing Agreement, telephonic or telecopied emailed notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) the commencement of a case or proceeding by or against the Originator, the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller, seeking a decree or order in respect of the Originator, the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Originator, the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any ObligorSeller;
(viiii) the receipt of notice that (A) the Originator, the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller is to be, or may be, suspended or revoked, or (C) the Originator, the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller is to cease and desist any practice, procedure or policy employed by it in the conduct of its business business, in the case of each of clauses (A), (B) and (C) above, if any such cessation could action would reasonably be expected to have a Material Adverse Effect;
(viiiv) the commencement occurrence of litigation against any event that would have a material adverse effect on the Parent or any Subsidiary aggregate value of the Parent alleging infringement Borrower Collateral or interference with any intellectual property of another Person; oron the assignments and security interest created pursuant to the Receivables Sale Agreement or the Sale Agreement;
(viiiv) any other event, circumstance or condition that has had or could would reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit and Security Agreement (Alpha Natural Resources, Inc.)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(a) 2
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Servicer has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Servicer proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Transferred Receivables of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Transferred Receivables or on the assignments and Liens granted by the Borrower Originators pursuant to the Funding Sale Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor seeking a decree or order in respect of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor;
(vi) the receipt of notice that (A) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to be, or may be, suspended or revoked, or (C) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
; or Annex 7.05-2 (vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Servicer has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Servicer proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Transferred Receivables of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Transferred Receivables or on the assignments and Liens granted by the Borrower Originators pursuant to the Funding Sale Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with the Dollar Equivalent of an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor seeking a decree or order in respect of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor;
(vi) the receipt of notice that (A) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerBuyer, the Parent, the Annex 7.05-2 Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to be, or may be, suspended or revoked, or (C) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Servicer has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Servicer proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Transferred Receivables of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Transferred Receivables or on the assignments and Liens granted by the Borrower Originators pursuant to the Funding this Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale this Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor seeking a decree or order in respect of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor;
(vi) the receipt of notice that (A) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Sale and Servicing Agreement (Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Borrower
(a) 2 proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Servicer has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Servicer proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Transferred Receivables of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Transferred Receivables or on the assignments and Liens granted by the Borrower Originators pursuant to the Funding Sale Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor seeking a decree or order in respect of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor;
(vi) the receipt of notice that (A) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to be, or may be, suspended or revoked, or (C) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;; or 727160102 10435078 Annex 7.05-2
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days Promptly after an Authorized Officer of the Borrower Seller has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Seller proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Seller Assets of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Seller Assets or on the assignments and Liens granted by the Borrower security interest created pursuant to the Funding Purchase Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Transfer Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the ParentSeller, the Servicer, any Transferor, BMPI, the Parent any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the ParentSeller, the Servicer, the any Transferor, BMPI, the Parent any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerSeller, the Servicer, any Transferor, the Parent, the ServicerBMPI, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerSeller, the Servicer, any Transferor, the Parent, the ServicerBMPI, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the BorrowerSeller, any Transferor, BMPI, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervisionsupervision (other than in the ordinary course of business), (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerSeller, any Transferor, BMPI, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the BorrowerSeller, any Transferor, the Servicer, BMPI, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against any Transferor, the Parent Parent, any Originator or any other Subsidiary of the Parent alleging infringement or interference with any intellectual property of another PersonPerson which would reasonably be expected to be determined adversely and, if determined adversely, would be reasonably be expected to have a Material Adverse Effect; or
(viii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Univision Holdings, Inc.)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;; 727159853 10435078 Annex 5.02(a) - 2
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding this Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Transfer Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 50,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Borrower seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Borrower (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Borrower or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Borrower is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the Borrower's business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Borrower is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to may have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Executive Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower any Credit Party proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Default or Event of Default;
(ii) any Incipient Termination Event or Termination EventEvent (as such terms are defined in the Receivables Funding Agreement or Annex X thereto);
(iiiii) any Adverse Claim in excess of $10,000 made or asserted against any of the Collateral of which it becomes aware;
(iv) any Adverse Claim made or asserted against any of the Borrower Collateral (as such term is defined in the Receivables Funding Agreement or Annex X thereto) of which it becomes aware;
(iiiv) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral (as such term is defined in the Receivables Funding Agreement or Annex X thereto) or on the assignments and Liens granted by the Borrower Receivables Subsidiary pursuant to the Receivables Funding Agreement;
(ivvi) the occurrence of any event of the type described in Sections 4.02(h)(i), clauses (iif)(iii) or (iiif)(iv) of Annex 4.02(h) of the Receivables Sale and Contribution Agreement involving any Obligor (as such term is defined in the Receivables Funding Agreement or Annex X thereto) obligated under Transferred Receivables (as such term is defined in the Receivables Funding Agreement or Annex X thereto) with an aggregate Outstanding Balance (as such term is defined in the Receivables Funding Agreement or Annex X thereto) at such time of $500,000 1,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vivii) the receipt of notice by Borrower or any of its Subsidiaries that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Borrower or any Obligor of its Subsidiaries is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent 's or any Obligor of its Subsidiary's business is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Borrower or any Obligor of its Subsidiaries is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to may have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower Servicer has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Servicer proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral Transferred Receivables of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral Transferred Receivables or on the assignments and Liens granted by the Borrower Originators pursuant to the Funding Sale Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor seeking a decree or order in respect of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor;
(vi) the receipt of notice that (A) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to be, or may be, suspended or revoked, or (C) the BorrowerBuyer, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;; or 745039911 21696099 Annex 7.05-2
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Sale and Servicing Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
(a) 3
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Td Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Synnex Corp)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor Holdings seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor Holdings (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor Holdings or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any ObligorHoldings;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Holdings is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Originator is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor Holdings is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Vertis Inc)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller, seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any ObligorSeller;
(viiii) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Seller is to cease and desist any practice, procedure or policy employed by it in the conduct of its business business, in the case of each of clauses (A), (B) and (C) above, if any such cessation action could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiiiv) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Credit and Security Agreement (Sungard Data Systems Inc)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with the Dollar Equivalent of an aggregate Outstanding Balance at such time of $500,000 2,000,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code any Debtor Relief Law or any other applicable federal, state state, provincial or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-winding up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any material license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to cease and desist any practice, procedure or policy employed by it in the conduct Annex 5.02(a) - 3 of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding and Administration Agreement (Synnex Corp)
Default Notices. As soon as practicable, and in any event within five one Business Days after an Authorized Officer of the Borrower Parent or any of its Subsidiaries has actual knowledge of Wabash National Corporation, NOAMTC, Inc., Wabash National, L.P. and WNC Receivables, LLC Receivables Sale and Contribution Agreement the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Parent or its respective Subsidiary proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Originator Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Originator Collateral or on the assignments and Liens granted by the Borrower Parent and each of its Subsidiaries pursuant to the Funding this Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i4.02(i)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 100,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor of its Subsidiaries seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor of its Subsidiaries (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor of its Subsidiaries or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligorof its Subsidiaries;
(vi) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor of its Subsidiaries is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor of its Subsidiaries is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor of its Subsidiaries is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to may have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivii) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Sale and Contribution Agreement (Wabash National Corp /De)
Default Notices. As soon as practicable, and in any event within five (5) Business Days after an Authorized Officer of the Borrower Seller has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower Seller proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) any Incipient Termination Event or Termination Event;
(ii) any Adverse Claim made or asserted against any of the Borrower Seller Collateral of which it becomes aware;
(iii) the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Seller Collateral or on the assignments and Liens granted by the Borrower Seller pursuant to the Funding this Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any ObligorSeller;
(viv) the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the Seller's business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent or any Obligor Seller is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to may have a Material Adverse Effect;
(vii) the commencement of litigation against the Parent or any Subsidiary of the Parent alleging infringement or interference with any intellectual property of another Person; or
(viiivi) any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase and Servicing Agreement (Advancepcs)
Default Notices. As soon as practicable, and in any event within five Business Days after an Authorized Officer of the Borrower has actual knowledge of the existence thereof, telephonic or telecopied notice of each of the following events, in each case specifying the nature and anticipated effect thereof and what action, if any, the Borrower proposes to take with respect thereto, which notice, if given telephonically, shall be promptly confirmed in writing on the next Business Day:
(i) : any Incipient Termination Event or Termination Event;
(ii) ; any Adverse Claim made or asserted against any of the Borrower Collateral of which it becomes aware;
(iii) ; the occurrence of any event that would have a material adverse effect on the aggregate value of the Borrower Collateral or on the assignments and Liens granted by the Borrower pursuant to the Funding Agreement;
(iv) the occurrence of any event of the type described in Sections 4.02(h)(i), (ii) or (iii) of the Sale Agreement involving any Obligor obligated under Transferred Receivables with an aggregate Outstanding Balance at such time of $500,000 or more;
(v) ; the commencement of a case or proceeding by or against the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor seeking a decree or order in respect of the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor (A) under the Bankruptcy Code or any other applicable federal, state or foreign bankruptcy or other similar law, (B) appointing a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) for the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor or for any substantial part of its respective assets, or (C) ordering the winding-up or liquidation of the affairs of the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor;
(vi) Parent; the receipt of notice that (A) the Borrower, the Parent, the Servicer, any Originator, Originator or any other Subsidiary of the Parent or any Obligor is being placed under regulatory supervision, (B) any license, permit, charter, registration or approval necessary for the conduct of the business of the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Originator is to be, or may be, suspended or revoked, or (C) the Borrower, the Parent, the Servicer, any Originator, any other Subsidiary of the Parent Servicer or any Obligor Originator is to cease and desist any practice, procedure or policy employed by it in the conduct of its business if such cessation could reasonably be expected to have a Material Adverse Effect;
(vii) ; the commencement of litigation against the Parent or any Subsidiary of the Parent Originator alleging infringement or interference with any intellectual property of another Person; or
(viii) or any other event, circumstance or condition that has had or could reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Samples: Receivables Funding Agreement (Ak Steel Holding Corp)
