Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing such Default and stating that such notice is a “Notice of Default”. If the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 6 contracts
Samples: Security Agreement (Chiquita Brands International Inc), Security Agreement (Chiquita Brands International Inc), Security Agreement (Chiquita Brands International Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 6 contracts
Samples: Credit Agreement (Reddy Ice Holdings Inc), Credit Agreement (Reddy Ice Holdings Inc), Credit Agreement (Reddy Ice Holdings Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Sections 10.01 and 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 6 contracts
Samples: Revolving Credit Agreement (Motorola Solutions, Inc.), Revolving Credit Agreement (Motorola Solutions, Inc.), Revolving Credit Agreement (Motorola Solutions, Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 5 contracts
Samples: Day Credit Agreement (Washington Mutual Inc), Credit Agreement (Fidelity National Financial Inc /De/), Credit Agreement (Washington Mutual Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than a Default under Section 8.1.1) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 5 contracts
Samples: Credit Agreement (Hanesbrands Inc.), Credit Agreement (Hanesbrands Inc.), Credit Agreement (Hanesbrands Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing any Obligor specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that the Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 13.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 5 contracts
Samples: Credit Agreement, Credit Agreement (Parametric Sound Corp), Credit Agreement (Parametric Sound Corp)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 8.2) take such action with respect to such Default as shall reasonably be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 5 contracts
Samples: Credit Agreement (Hi-Crush Partners LP), Guaranty Agreement (Hi-Crush Partners LP), Credit Agreement (Hi-Crush Partners LP)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 9.7 hereof) take such action with respect to such Default or Event of Default as shall be reasonably directed by the Required all Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 4 contracts
Samples: Loan Agreement (Gramercy Capital Corp), Loan Agreement (Thomas Properties Group Inc), Loan Agreement (American Financial Realty Trust)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default unless the Administrative Agent has received a written notice from a Lender or the U.S. Borrower, referring to this Agreement, describing such Default and stating that such notice is a “Notice of Default”. If the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Default as shall be reasonably directed by the Required LendersLenders (or all or such other portion of the Lenders as required by Section 9.02); provided, however, that until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including including, without limitation, the enforcement by any Lender of its Notenote) shall be determined by the Required Lenders (or all or such other portion of the Lenders as required by Section 9.02) in their sole discretion.
Appears in 4 contracts
Samples: Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc), Credit Agreement (Miller Herman Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 8.2) take such action with respect to such Default as shall reasonably be reasonably directed by the Required Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 4 contracts
Samples: Possession Credit Agreement (Hi-Crush Inc.), Credit Agreement (Hi-Crush Inc.), Possession Credit Agreement (Hi-Crush Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 4 contracts
Samples: Amendment Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc)
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that the Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersLenders (or in the case of the Collateral Agent, notice to the Administrative Agent). The Administrative Each Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 3 contracts
Samples: Credit Agreement (Kansas City Southern), Credit Agreement (Kansas City Southern De Mexico, S.A. De C.V.), Credit Agreement (Kansas City Southern De Mexico, S.A. De C.V.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing any Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 3 contracts
Samples: Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc), Credit Agreement (Gutbusters Pty LTD)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender Party or the Borrower, referring to this Agreement, describing Borrower specifying such Default or Event of Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the LendersLender Parties. The Administrative Agent shall (subject to Section 7.02) take such action with respect to such Default or Event of Default as shall reasonably be reasonably directed by the Required Lenders or, to the extent any action requires the consent of all Lenders as specifically provided in Section 8.01, then as directed by all Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretionParties.
Appears in 3 contracts
Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or an Event of Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Borrower specifying such Default or Event of Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default or an Event of Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 9.06) take such action hereunder with respect to such Default or Event of Default as shall be reasonably directed by the Required LendersBanks; providedprovided that the Administrative Agent shall not be required to take any action that, howeverin its opinion, that could expose the Administrative Agent to liability or be contrary to any Loan Document or applicable law; provided further that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest interests of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 3 contracts
Samples: Revolving Credit Facility Agreement (Home Depot, Inc.), Day Revolving Credit Facility Agreement (Home Depot, Inc.), Credit Facility Agreement (Home Depot, Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrowers specifying such Default and stating that such notice is a “Notice of Default”. If .” In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Lenders or, howeverif provided herein, that the Majority Lenders of a particular Class, provided that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders of a particular Class or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 3 contracts
Samples: Credit Agreement (Mediacom Broadband Corp), Credit Agreement (Mediacom Broadband Corp), Credit Agreement (Mediacom Broadband Corp)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 3 contracts
Samples: Credit Agreement (Reddy Ice Holdings Inc), Credit Agreement (Southern Bottled Water Co Inc), Credit Agreement (Marvel Enterprises Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing any Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to SECTION 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedPROVIDED, however, that THAT unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 3 contracts
Samples: Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc), Credit Agreement (Weight Watchers International Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing any Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 3 contracts
Samples: Credit Agreement (Chesapeake Corp /Va/), Credit Agreement (Chesapeake Corp /Va/), Credit Agreement (Chesapeake Corp /Va/)
Defaults. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the an Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “Notice of Default”. If In the event that an Administrative Agent receives such a notice of the occurrence of a Default, the such Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent Agents shall (subject to Section 10.1 and the Collateral Sharing Agreement) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that subject to the Collateral Sharing Agreement, however, that unless and until the Administrative Agent Agents shall have received such directions, the Administrative Agent Agents may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 3 contracts
Samples: Credit Agreement (Ferro Corp), Credit Agreement (Ferro Corp), Original Extended (Ferro Corp)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any an Unmatured Default or a Default (other than the nonpayment of principal of or interest on the Loans) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Unmatured Default or Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of an Unmatured Default or a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to SECTION 8.2) take such action hereunder with respect to such Unmatured Default or Default as shall be reasonably directed by the Required Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Unmatured Default or Default as it shall deem advisable in the best interest interests of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Houghton Mifflin Co), Year Credit Agreement (Houghton Mifflin Co)
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless (with respect to the Administrative Agent Agent, other than a failure to make a payment of principal of or interest on the Loans) unless it has received a written notice from a Lender or the Borrower, referring to this Agreement, describing an Obligor specifying such Default and stating that such notice is a “"Notice of Default”. ." If the Administrative either Agent receives such a notice of the occurrence of a Defaultnotice, the Administrative Agent then it shall give prompt notice thereof to the LendersLenders and the other Agent. The Administrative Each Agent shall (subject to Section 10.7) take such action with respect to any such Default as shall be reasonably directed by the Required Majority Lenders; provided, however, provided that unless and until the Administrative an Agent shall have received such directions, the Administrative Agent it may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that the Loan Documents expressly require that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Votorantim Pulp & Paper Inc), Credit Agreement (Votorantim Pulp & Paper Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (International Telecommunication Data Systems Inc), Credit Agreement (International Telecommunication Data Systems Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than a Default under Section 8.1.1) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Parent Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Hanesbrands Inc.), Credit Agreement (Hanesbrands Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrowers specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Sabre Industries, Inc.), Credit Agreement (Sabre Industries, Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing a Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to SECTION 10.7 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 2 contracts
Samples: Credit Agreement (American Century Target Maturities Trust), Credit Agreement (American Century California Tax Free & Municipal Funds)
Defaults. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent it has received a written notice from a Lender Secured Party or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Energy Xxi (Bermuda) LTD), Credit Agreement (Energy Xxi (Bermuda) LTD)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Loan Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Ust Inc), Bridge Credit Agreement (Ust Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Lenders provided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Unitedglobalcom Inc), Credit Agreement (United International Holdings Inc)
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative such Agent has received a written notice from a Lender Lender, the Company or the Borrower, referring to this Agreement, describing Motorola specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Senior Guaranteed Credit Agreement (Iridium Facilities Corp), Credit Agreement (Iridium World Communications LTD)
Defaults. The Administrative Agent shall not be deemed to -------- have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender Party or the Borrower, referring to this Agreement, describing Borrower specifying such Default or Event of Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the LendersLender Parties. The Administrative Agent shall (subject to Section 7.02) take such action with respect to such Default or Event of Default as shall reasonably be reasonably directed by the Required Lenders or, to the extent any action requires the consent of all Lenders as specifically provided in Section 8.01, then as directed by all Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretionParties.
Appears in 2 contracts
Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing such Default and stating that such notice is a “"Notice of Default”". If the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including including, without limitation, the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Wild Oats Markets Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing a Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Production Agreement (Sterling Chemical Inc), Revolving Credit Agreement (Sterling Chemical Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverPROVIDED that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Canadian Forest Oil LTD), Credit Agreement (State Auto Financial Corp)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Stillwater Mining Co /De/), Credit Agreement (Stillwater Mining Co /De/)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 9.7 hereof) take such action with respect to such Default or Event of Default as shall be reasonably directed by the Required all Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Loan Agreement (Asset Investors Corp), Loan Agreement (First Union Real Estate Equity & Mortgage Investments)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing any Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Swift Holdings Corp.), Credit Agreement (Swift Holdings Corp.)
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative such Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Xxxx-Xxxxx specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that an Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Winn Dixie Stores Inc), Credit Agreement (Winn Dixie Stores Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 of this Agreement) take such action with respect to such Default as shall be reasonably directed by all of the Required Lenders; Lenders or the Facility B Agent in accordance with the Combined Facilities Intercreditor Agreement, provided, however, that that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Required Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which all of the Lenders’ rights and remedies are to be exercised (including , or the enforcement by any Lender of its Note) shall be determined by Facility B Agent, as the Required Lenders in their sole discretioncase may be.
Appears in 2 contracts
Samples: Uncommitted Revolving Credit Agreement (Tesoro Corp /New/), Uncommitted Revolving Credit Agreement (Tesoro Corp /New/)
Defaults. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent it has received a written notice from a Lender or the Borrower, referring to this Agreement, describing an Obligor specifying such Default and stating that such notice is a “Notice of Default”. .” If the Administrative any Agent receives such a notice of the occurrence of a Defaultnotice, the Administrative Agent then it shall give prompt notice thereof to the Lenders, the Borrower (if such notice is received from a Lender) and the other Agents. Any determination of the existence of a Default or Event of Default shall be made solely by the Majority Lenders. The Administrative Agent and the Collateral Agents shall (subject to Section 10.7) take such action with respect to any such Default as shall be reasonably directed by the Required Lenders; provided, however, that until Majority Lenders and the Administrative Agent, respectively; provided that unless and until any Agent shall have received such directions, the Administrative Agent it may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default (i) in the case of the Administrative Agent, as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything Lender Parties except to the extent that the Loan Documents expressly require that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders or all of the Lenders and (ii) in the contrary contained hereincase of the Collateral Agents, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined as directed by the Required Lenders Administrative Agent in their sole discretionwriting.
Appears in 2 contracts
Samples: Share Pledge Agreement (Fibria Celulose S.A.), Export Prepayment Facility Agreement and Secured Loan (Votorantim Pulp & Paper Inc)
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative such Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing either Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that either Agent receives such a notice of the occurrence of a Default, the Administrative such Agent shall give prompt notice thereof to the Lenders. The Administrative Each Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative such Agent shall have received such directions, the Administrative such Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (WRC Media Inc), Credit Agreement (WRC Media Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing any Obligor specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that the Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverPROVIDED that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Suiza Foods Corp), Credit Agreement (Suiza Foods Corp)
Defaults. The Administrative No Agent or Issuer shall not be deemed to have knowledge or notice of the occurrence of any a Default or Borrowing Base Deficiency unless the Administrative Agent it has received a written notice from a Lender Secured Party or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Borrowing Base Deficiency as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretion.or all Lenders. Credit Agreement (First Lien)
Appears in 2 contracts
Samples: Lien Credit Agreement (Energy XXI Texas, LP), Lien Credit Agreement (Energy Xxi (Bermuda) LTD)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than payment Defaults) unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that the Agent receives such a notice of the occurrence of a Default or becomes aware of a payment Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedBanks, howeverprovided that, that unless and until the Administrative Agent shall have has received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 2 contracts
Samples: Credit Agreement (Empire Resources Inc /New/), Credit Agreement (Empire Resources Inc /New/)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of all the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Xtant Medical Holdings, Inc.), Credit Agreement (Bacterin International Holdings, Inc.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that the Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Lenders or all of the Lenders provided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 2 contracts
Samples: Credit Agreement (Clientlogic Corp), Credit Agreement (Clientlogic Corp)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that the Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 13.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 2 contracts
Samples: Credit Agreement (Resource America Inc), Credit Agreement (LEAF Equipment Leasing Income Fund III, L.P.)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing a Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.7 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 2 contracts
Samples: Credit Agreement (American Century Government Income Trust), Credit Agreement (American Century California Tax Free & Municipal Funds)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice -------- of the occurrence of any a Default (other than the nonpayment of principal of or interest on the Loan) unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”. If ." In the event that Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall give each Bank prompt notice of each nonpayment of principal of or interest on the Loan whether or not it has received any notice of the occurrence of such nonpayment. Administrative Agent shall (subject to Article XII) take such action hereunder with respect to such Default as shall be reasonably directed by the Required Lenders; providedBanks, howeverprovided that, that unless and -------- until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest interests of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 2 contracts
Samples: Syndicated Term Loan Agreement (Weeks Corp), Syndicated Term Loan Agreement (Weeks Realty L P)
Defaults. The Administrative Agent shall not be deemed to have -------- knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Sections 10.01 and 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have -------- received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Samples: Credit Agreement (Xl Capital LTD)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing an Obligor specifying such Default and stating stating, that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Lenders provided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed not to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed ---------------------- to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender Party or the Borrower, referring to this Agreement, describing Borrower specifying such Default or Event of Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the LendersLender Parties. The Administrative Agent shall (subject to Section 7.02) take such action with respect to such Default or Event of Default as shall reasonably be reasonably directed by the Required Lenders or, to the extent any action requires the consent of all Lenders as specifically provided in Section 8.01, then as directed by all Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretionParties.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing a Credit Party specifying such Default or Event of Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.2 hereof) take such action with respect to such Default or Event of Default as shall reasonably be reasonably directed by (x) the Required Lenders and Required New Term Loan Lenders and/or (y) the Total Aggregate Required Lenders; provided, howeveras the case may be, that provided that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any Default unless the Administrative Agent has received a written notice from a Lender or the a Borrower, referring to this Agreement, describing such Default and stating that such notice is a “Notice of Default”. If the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including including, without limitation, the enforcement by any Lender of its Note) shall be determined by the Required Requisite Lenders in their sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Argosy Gaming Co)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall Credit Agreement not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest interests of the Lenders. Notwithstanding anything in The Administrative Agent shall deliver to the contrary contained herein, Lenders a copy of any written declaration made pursuant to the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender last paragraph of its Note) shall be determined by the Required Lenders in their sole discretionSection 10.01 hereof.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing a Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Samples: Revolving Credit Agreement (Sterling Chemicals Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than a failure to make a payment of principal of or interest on the Loans) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to any such Default as shall be reasonably directed by the Required Majority Lenders; , provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders or all of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.10.04
Appears in 1 contract
Samples: Loan Agreement
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have -------- knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Lenders or, howeverif provided herein, that the Majority Lenders of a particular Class, provided that, -------- unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which Majority Lenders of a particular Class or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Advo Inc)
Defaults. The Administrative Agent shall not be deemed to have -------- knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received -------- such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent it has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing an Obligor specifying such Default and stating that such notice is a “Notice of Default”. .” If the Administrative either Agent receives such a notice of the occurrence of a Defaultnotice, the Administrative Agent then it shall give prompt notice thereof to the LendersBanks and the Borrowers (if such notice is received from a Bank). The Administrative Agent shall (subject to Section 12.7) take such action with respect to any such Default as shall be reasonably directed by the Required LendersMajority Banks; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent it Gerdau Export and Working Capital Agreement may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that the Credit Documents expressly require that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrowers specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.07) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Lenders or, howeverif provided herein, that the Majority Lenders of a particular Class, provided that, unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders of a particular Class or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have -------- knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, Default the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Sections 10.01 and 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have -------- received such directions, the Administrative Agent may (but shall not be obligated to) take such action, action or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Samples: Credit Agreement (Xl Capital LTD)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any an Event of Default (other than the non-payment of principal of or interest on the Loan) unless the Administrative Agent has received a written notice from a the Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Event of Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a any Event of Default, the Administrative Agent shall give prompt notice thereof to the LendersLender and the Borrower (and shall give the Lender prompt notice of each such non-payment). The Administrative Agent shall (subject to Section 10.07 (Failure to Act)) take such action with respect to such Event of Default as shall be reasonably directed by the Required Lenders; provided27810336v11 Lender, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lender except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretionLender.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Lender, the Borrower or the Borrower, referring to this Agreement, describing a third party specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Defaults. The Administrative No Agent or Issuer shall not be deemed to have knowledge or notice of the occurrence of any a Default or Borrowing Base Deficiency unless the Administrative Agent it has received a written notice from a Lender Secured Party or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Borrowing Base Deficiency as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretion.or all Lenders. Credit Agreement (First Lien) 106
Appears in 1 contract
Defaults. The Administrative Agent Agents shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Royalty Sub specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Subject to the provisions of the Intercreditor Agreement, the Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Defaults. The Administrative No Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that an Agent receives such a notice of the occurrence of a Default, the Administrative such Agent shall give prompt notice thereof to the other Agent and the Lenders. The Administrative Agent shall (subject to Sections 11.1 and 11.7 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, howeverPROVIDED that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) to take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in other Agent and the contrary contained hereinLenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all of the Lenders.
Appears in 1 contract
Samples: Credit Agreement (Genzyme Corp)
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Xxxx-Xxxxx specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Potential Default or Event of Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Borrower specifying such Potential Default or Event of Default and stating that such notice is a “"Notice of Default”. If ." In the event that the Administrative Agent receives such a notice Notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall take such action with respect to such Potential Default or Event of Default which is continuing as shall be reasonably directed by the Required LendersBanks; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Potential Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks; and provided further that the contrary contained herein, the order and manner in Administrative Agent shall not be required to take any such action which the Lenders’ rights and remedies are it determines to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretioncontrary to Law.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders or, if provided herein, the Majority Revolving Credit Lenders or the Majority Term Loan Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which Majority Revolving Credit Lenders, the Majority Term Loan Lenders, or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Advo Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has sent to the Borrowers or received a written notice from a Lender or the Borrower, referring to this Agreement, describing a Borrower a written notice specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to SECTION 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, howeverPROVIDED, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lender Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a any Lender or the Borrower, referring to this Agreement, describing either Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to SECTION 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, PROVIDED that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Samples: Credit Agreement (United Surgical Partners Holdings Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent it has received a written notice from a Lender or the Borrower, referring to this Agreement, describing a Guarantor specifying such Default and stating that such notice is a “Notice of Default”. .” If the Administrative Agent receives such a notice of the occurrence of a Defaultnotice, the Administrative Agent then it shall give prompt notice thereof to the LendersLenders and the Guarantors (if such notice is received from a Lender). The Administrative Agent shall (subject to Section 8.7) take such action with respect to any such Default as shall be reasonably directed by the Required Majority Lenders; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent it may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that the Credit Documents expressly require that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Premier Parks Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 10.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Secured Parties except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Credit Agreement 70 - 66 - Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent it has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing an Obligor specifying such Default and stating that such notice is a “Notice of Default”. .” If the Administrative Agent receives such a notice of the occurrence of a Defaultnotice, the Administrative Agent then it shall give prompt notice thereof to the LendersBanks and the Borrower (if such notice is received from a Bank). The Administrative Agent shall (subject to Section 11.7) take such action with respect to any such Default as shall be reasonably directed by the Required LendersMajority Banks; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent it may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that the Credit Documents expressly require that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Majority Banks or all of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Excelcom Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower or any Subsidiary Guarantor specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent Credit Agreement 76 - 71 - may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Parent specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverPROVIDED that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than the nonpayment of principal of or 110 interest on Loans or of fees payable hereunder) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof of such receipt to the LendersLenders (and shall give each Lender prompt notice of each such nonpayment). The Administrative Agent shall (subject to Section 10.07) take such action with respect to such Default as shall be reasonably directed by the Required Supermajority Lenders or all of the Lenders; provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Supermajority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedMajority Banks, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the LendersBanks except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Banks or all of the Banks. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion10.04.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender Credit Agreement ---------------- 171 or the Borrower, referring to this Agreement, describing Parent specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverPROVIDED that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Holdings or any Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, provided that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders, as applicable.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to SECTION 9.7 hereof) take such action with respect to such Default or Event of Default as shall be reasonably directed by the Required all Lenders; provided, howeverPROVIDED THAT, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless (other than, in the case of the Administrative Agent, a failure to make a payment of principal of or interest on the Loans) unless such Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing a Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence Notice of a Default, the Administrative Agent shall give prompt notice thereof to the LendersLenders and the Collateral Agent. The Administrative Agent shall (subject to Section 13.07 hereof) take such action with respect to any such Default as shall be reasonably directed by the Required Majority Lenders or, if provided herein, in accordance with the instructions given by the Majority Tranche A Lenders; , the Majority Tranche B Lenders or all of the Lenders as is required in such circumstance, provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which Majority Tranche A Lenders, the Majority Tranche B Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Samples: Loan Agreement (Vitro Sa De Cv)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than a failure to make a payment of principal of or interest on the Loans) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence Notice of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders and neither the Borrower nor any Guarantor shall be deemed liable if the Administrative Agent fails to provide such notice to the Lenders. The Administrative Agent shall (subject to Section 13.07 hereof) take such action with respect to any such Default as shall be reasonably directed by the Required Majority Lenders; , provided, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Samples: Loan Agreement (Vitro Sa De Cv)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders or, if provided herein, the Majority Revolving Credit Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders except to the extent that this Agreement expressly requires that such action be taken, or not be taken, only with the consent or upon the authorization of the Majority Lenders, the Majority Revolving Credit Lenders or all of the Lenders. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.Credit Agreement
Appears in 1 contract
Samples: Security Agreement (Panavision Inc)
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than payment Defaults) unless the Administrative Agent has received a written notice from a Lender Bank or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that the Agent receives such a notice of the occurrence of a Default or becomes aware of a payment Default, the Administrative Agent shall give prompt notice thereof to the LendersBanks. The Administrative Agent shall (subject to Section 10.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedBanks, howeverprovided that, that unless and until the Administrative Agent shall have has received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Banks except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionBanks.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower specifying such Default or Event of Default and stating that such notice is a “"Notice of Default”". If In the event that Administrative Agent receives such a notice of the occurrence of a Default or Event of Default, the Administrative Agent shall give prompt notice thereof to the LendersLenders and LC Issuer (and to Borrower if such Notice of Default is given by a Lender). The Administrative Agent shall (subject to Section 9.2) take such action with respect to such Default or Event of Default as shall reasonably be reasonably directed by the Required Majority Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default or Event of Default as it shall deem advisable in the best interest of the LendersLender Parties. Notwithstanding anything in the contrary contained herein, the order and manner in which the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion4. 5. Section 9.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Borrower or any Subsidiary Guarantor specifying such Default and stating that such notice is a “"Notice of Default”". If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the Lenders. The Administrative Agent shall (subject to Section 11.07 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Neither Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative such Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Holdings or any Borrower specifying such Default and stating that such notice is a “"Notice of Default”". If In the Administrative event that either Agent receives such a notice of the occurrence of a Default, the Administrative such Agent shall give prompt notice thereof to the Lenders. The Administrative Each Agent shall (subject to Section 11.1) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; provided, however, PROVIDED that unless and until the Administrative such Agent shall have received such directions, the Administrative such Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders, as applicable.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default or Event of Default (other than the non-payment of principal of or interest on Loan Certificates) unless the Administrative Agent has received a written notice from a Lender Loan Participant or the Borrower, referring to this Agreement, describing Borrower specifying such Default and stating that such notice is a “Notice of Default”. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersLoan Participants (and shall give the Loan Participant prompt notice of each such non-payment). The Administrative Agent shall (subject to Section 13.01 of the Mortgage) take such action with respect to such any Event of Default as shall be reasonably directed by the Required Lenders; providedControlling Creditor, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Event of Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Loan Participants except to the contrary contained hereinextent that the Mortgage expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including authorization of the enforcement by any Lender Controlling Creditor or all of its Note) shall be determined by the Required Lenders in their sole discretionLoan Participant.
Appears in 1 contract
Defaults. The Administrative Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default (other than the non-payment of principal of or interest on Loans, Reimbursement Obligations Exhibit 10.1 or of commitment fees) unless the Administrative Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Company specifying such Default and stating that such notice is a “Notice notice of Default”default. If In the event that the Administrative Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersLenders (and shall give each Lender prompt notice of each such non-payment). The Administrative Agent shall (subject to Sections 11.07 and 12.04 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Majority Lenders; provided, howeverprovided that, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the authorization of the Majority Lenders or all of the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender of its Note) shall be determined by the Required Lenders in their sole discretion.
Appears in 1 contract
Defaults. The Administrative Neither Agent or any Co-Collateral Agent shall not be deemed to have knowledge or notice of the occurrence of any a Default unless the Administrative such Agent or Co-Collateral Agent has received a written notice from a Lender or the Borrower, referring to this Agreement, describing Xxxx-Xxxxx specifying such Default and stating that such notice is a “Notice of Default”. If In the Administrative event that Agent receives such a notice of the occurrence of a Default, the Administrative Agent shall give prompt notice thereof to the LendersLenders and the Co-Collateral Agents. The Administrative Agent shall (subject to Section 10.1 hereof) take such action with respect to such Default as shall be reasonably directed by the Required Lenders; providedprovided that, however, that unless and until the Administrative Agent shall have received such directions, the Administrative Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to such Default as it shall deem advisable in the best interest of the Lenders. Notwithstanding anything in Lenders except to the contrary contained hereinextent that this Agreement expressly requires that such action be taken, or not be taken, only with the order and manner in which consent or upon the Lenders’ rights and remedies are to be exercised (including the enforcement by any Lender authorization of its Note) shall be determined by the Required Lenders in their sole discretionor all Lenders.
Appears in 1 contract
