Defaulting Holders Clause Samples
Defaulting Holders. On the Settlement Date, the Issuer assigns to the Underwriter all contractual rights and recourse it may have (if any) against any Defaulting Holder. If the Issuer is unable to assign to the Underwriter all of the contractual rights and recourse referred to in this clause, the Issuer undertakes that it will assign such rights when and to the extent it is legally able to.
Defaulting Holders. Notwithstanding any provision of this Agreement to the contrary, if any Holder becomes a Defaulting Holder, then the following provisions shall apply for so long as such Holder is a Defaulting Holder:
(a) Fees shall cease to accrue on the unfunded portion of any Commitment of such Defaulting Holder pursuant to Section 2.12(a) and pursuant to any other provisions of this Agreement or other Notes Document.
(b) The Commitments and the Variable Note Exposure of such Defaulting Holder shall not be included in determining whether all Holders, each affected Holder, the Required Holders, the Required Variable Note Holders or such other number of Holders as may be required hereby or under any other Notes Document have taken or may take any action hereunder (including any consent to any waiver, amendment or modification pursuant to Section 9.02); provided that any waiver, amendment or modification requiring the consent of all Holders or each affected Holder which affects such Defaulting Holder disproportionately and adversely relative to other affected Holders shall require the consent of such Defaulting Holder.
(c) Any payment of principal, interest, fees or other amounts received by the Administrative Agent for the account of any Defaulting Holder (whether voluntary or mandatory, at maturity, pursuant to Section 2.10, Section 2.11, Section 2.15, Section 2.16, Section 2.17, Section 2.18, Article 7, Section 9.05 or otherwise, and including any amounts made available to the Administrative Agent by such Defaulting Holder pursuant to Section 9.09), shall be applied at such time or times as may be determined by the Administrative Agent and, where relevant, the Issuer as follows: first, to the payment of any amounts owing by such Defaulting Holder to the Administrative Agent hereunder; second, so long as no Default or Event of Default exists as the Issuer may request, to the funding of any Note in respect of which such Defaulting Holder has failed to fund its portion thereof as required by this Agreement; third, as the Administrative Agent or the Issuer may elect, to be held in a deposit account and released in order to satisfy obligations of such Defaulting Holder to fund Notes under this Agreement; fourth, to the payment of any amounts owing to the non-Defaulting Holders as a result of any judgment of a court of competent jurisdiction obtained by any non-Defaulting Holder against such Defaulting Holder as a result of such Defaulting Holder’s breach of its obligations u...
Defaulting Holders