Deferral and Accrual of Lakes Obligations Sample Clauses

Deferral and Accrual of Lakes Obligations. Each of Lakes and each successor, assign and transferee of any portion of Lakes Obligations agrees that any Lakes Obligations (a) not permitted to be paid pursuant to the 2015 Notes Indenture or (b) the payment of which will result in or cause an Event of Default under the 2015 Notes Indenture shall be deferred and shall accrue and may be paid only at such time as such amounts would otherwise be permitted to be paid pursuant to the provisions of the 2015 Notes Indenture (and the payment of which shall not result or cause an Event of Default under the 2015 Notes Indenture), and none of Lakes nor any successor, assign or transferee of any portion of Lakes Obligations will ask, demand, sxx for, take or receive from the Borrower, by set-off or in any other manner, direct or indirect payment (whether in cash or property), any such amounts or any transfer or property in payment of or as additional security therefor (provided that Lakes and any successor, assign or transferee of any portion of Lakes Obligations may ask for or demand payments permitted to be paid pursuant to this Section 2.1, and provided further that Lakes and each successor, assign or transferee of any portion of the Lakes Obligations may make any demand, give any notice or take any other action permitted by and in accordance with the terms of the Development and Management Agreement or any other Lakes Transaction Document so long as such action is not prohibited by this Agreement and the 2015 Notes Indenture). Without limiting the generality of the foregoing, nothing in this Agreement shall limit, restrict or otherwise impair any right of Lakes or any successor, assign or transferee to terminate the Development and Management Agreement or any other Lakes Transaction Document in accordance with the terms thereof.
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Deferral and Accrual of Lakes Obligations. Each of the Lakes Parties agrees that any Lakes Obligations (i) not permitted to be paid pursuant to the FF&E Facility Agreement or (ii) the payment of which will result in or cause an Event of Default under the FF&E Facility Agreement shall be deferred and shall accrue and may be paid only at such time as such amounts would otherwise be permitted to be paid pursuant to the provisions of the FF&E Facility Agreement (and the payment of which shall not result or cause an Event of Default under the FF&E Facility Agreement), and none of the Lakes Parties of any portion of Lakes Obligations will ask, demand, sxx for, take or receive from the Borrower, by set-off or in any other manner, direct or indirect payment (whether in cash or property), any such amounts or any transfer or property in payment of or as security therefor (provided that any Lakes Party may ask or demand payments permitted to be paid pursuant to this Section 2.1, and provided further that each Lakes Party may make any demand, give any notice or take any other action permitted by and in accordance with the terms of the Management Agreement, the Development Agreement or any other Lakes Transaction Document so long as such action is not prohibited by this Agreement and the FF&E Facility Agreement). Without limiting the generality of the foregoing, nothing in the Agreement shall limit, restrict or otherwise impair any right of any Lakes Party to terminate the Management Agreement, the Development Agreement or any other Lakes Transaction Document in accordance with the terms thereof.
Sample 1
Deferral and Accrual of Lakes Obligations. Without limiting Section 2.3 below, Lakes agrees that any payment of Lakes Obligations (a) not permitted to be paid pursuant to the FF&E Facilities or (b) the payment of which will result in or cause an Event of Default under the FF&E Facilities shall be deferred and shall accrue and may be paid only at such time as the payment of such amounts so deferred would otherwise be permitted pursuant to the provisions of the FF&E Facilities and would not result or cause an Event of Default under the FF&E Facilities, and Lakes will not ask, demand, xxx for, take or receive from the Authority, by set-off or in any other manner, direct or indirect payment (whether in cash or property), any amounts so deferred or any transfer of property in payment of or as additional security for any amounts so deferred. This Section 2.1 shall not limit Lakes’ rights with respect to any payment of Lakes Obligations not required to be so deferred, and Lakes may take any action with respect to any such payment so long as such action is not prohibited by this Agreement and the FF&E Facilities.
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Related to Deferral and Accrual of Lakes Obligations

  • Performance and Compliance with Collateral The Borrower will, at the Borrower’s expense, timely and fully perform and comply (or, by exercising its rights thereunder, cause the Seller to perform and comply pursuant to the Sale Agreement) with all provisions, covenants and other promises required to be observed by it under the Collateral, the Transaction Documents and all other agreements related to such Collateral.

  • No Responsibility for Advances, Creditworthiness, Collateral, Recitals, Etc [Intentionally Omitted. See Sections 7.03 and 7.04 of the Credit Agreement for these provisions.]

  • Payment of Amounts Drawn Under Letters of Credit In the event of any request for drawing under any Letter of Credit by the beneficiary thereof, the Issuing Bank shall notify the Applicable Borrower and the Administrative Agent on or before the date on which such Issuing Bank intends to honor such drawing, and the Applicable Borrower shall reimburse such Issuing Bank on the day on which such drawing is honored in an amount in same day funds equal to the amount of and in the same currency as such drawing; provided that, anything contained in this Agreement to the contrary notwithstanding, (i) unless the Applicable Borrower shall have notified the Administrative Agent and such Issuing Bank prior to Noon (New York time) on the Business Day of the date of such drawing that the Applicable Borrower intends to reimburse such Issuing Bank for the amount of such drawing with funds other than the proceeds of Revolving Loans, the Applicable Borrower shall be deemed to have timely given a Notice of Borrowing to the Administrative Agent requesting the Banks having Revolving Loan Commitments to make Revolving Loans that are Base Rate Loans on the Business Day following the date on which such drawing is honored in an amount equal to the Dollar Equivalent amount of such drawing, and (ii) the Banks shall, on the date of such drawing, make Revolving Loans that are Base Rate Loans in the amount of such drawing, the proceeds of which shall be applied directly by the Administrative Agent to reimburse such Issuing Bank for the Dollar Equivalent amount of such drawing; and further provided that if, for any reason, proceeds of Revolving Loans are not received by such Issuing Bank on such date in an amount equal to the amount of such drawing, such Issuing Bank shall be entitled to reimbursement in accordance with Section 1.04, on the Business Day (which shall be a business day under the laws of the jurisdiction of such Issuing Bank) immediately following the date of such drawing, in an amount in same day funds equal to the excess of the amount of such drawing over the amount of such Revolving Loans, if any, that are so received, plus accrued interest on such amount at the rate set forth in Section 1.13(f)(1)(i).

  • Drawings and Reimbursement of Amounts Paid Under Letters of Credit A. Responsibility of Issuing Lender With Respect to Drawings. In determining whether to honor any drawing under any Letter of Credit by the beneficiary thereof, the Issuing Lender shall be responsible only to examine the documents delivered under such Letter of Credit with reasonable care so as to ascertain whether they appear on their face to be in accordance with the terms and conditions of such Letter of Credit.

  • Performance and Compliance with Contracts and Credit and Collection Policy The Seller shall (and shall cause the Servicer to), at its expense, timely and fully perform and comply with all material provisions, covenants and other promises required to be observed by it under the Contracts related to the Receivables, and timely and fully comply in all material respects with the applicable Credit and Collection Policies with regard to each Receivable and the related Contract.

  • OBLIGATIONS OF PARTICIPANT (a) Pursuant to its obligations under the federal securities laws, the Participant agrees to maintain all books and records of all sales of Shares made by or through it and to furnish copies of such records to the Trust, [Transfer Agent/Index Receipt Agent] and/or the Distributor upon their reasonable request.

  • Acknowledgement of Discretionary Nature of the Plan; No Vested Rights By accepting the Restricted Stock Units, the Participant consents to participation in the Plan and acknowledges receipt of a copy of the Plan. The Participant understands that the Company has unilaterally, gratuitously and in its sole discretion granted Restricted Stock Units under the Plan to individuals who may be Participants of the Company or its subsidiaries throughout the world. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries on an ongoing basis. Consequently, the Participant understands that the Restricted Stock Units are granted on the assumption and condition that the Restricted Stock Units and the Shares acquired upon settlement of the Restricted Stock Units shall not become a part of any employment contract (either with the Company or any of its subsidiaries) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. In addition, the Participant understands that this grant would not be made to the Participant but for the assumptions and conditions referenced above; thus, the Participant acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason the Restricted Stock Units shall be null and void. The Participant understands and agrees that, as a condition of the Restricted Stock Units, unless otherwise provided in Section 4 (Termination of Employment) of the Agreement, any unvested Restricted Stock Units as of the date the Participant ceases active employment will be forfeited without entitlement to the underlying Shares or to any amount of indemnification in the event of termination of employment or service. The Participant acknowledges that the Participant has read and specifically accepts the conditions referred to in the Agreement regarding the impact of a termination on the Restricted Stock Units.

  • Limitation of responsibility of Existing Lenders (a) Unless expressly agreed to the contrary, an Existing Lender makes no representation or warranty and assumes no responsibility to a New Lender for:

  • Reimbursement by Company of Amounts Paid Under Letters of Credit In the event an Issuing Lender has determined to honor a drawing under a Letter of Credit issued by it, such Issuing Lender shall immediately notify Company and Administrative Agent of the date payment thereunder shall be made (the "Reimbursement Date"), and Company shall reimburse such Issuing Lender on the Reimbursement Date in an amount in Dollars and in same day funds equal to the amount of such honored drawing; PROVIDED that, anything contained in this Agreement to the contrary notwithstanding, (i) unless Company shall have notified Administrative Agent and such Issuing Lender prior to 11:00 A.M. (Chicago time) on the Reimbursement Date that Company intends to reimburse such Issuing Lender for the amount of such honored drawing with funds other than the proceeds of Working Capital Loans, Company shall be deemed to have given a timely Notice of Borrowing to Administrative Agent requesting Lenders to make Working Capital Loans that are Base Rate Loans on the Reimbursement Date in an amount in Dollars equal to the amount of such honored drawing and (ii) subject to satisfaction or waiver of the conditions specified in subsection 4.4, Working Capital Lenders shall, on the Reimbursement Date, make Working Capital Loans that are Base Rate Loans in the amount of such honored drawing, the proceeds of which shall be applied directly by Administrative Agent to reimburse such Issuing Lender for the amount of such honored drawing; and PROVIDED, FURTHER that if for any reason proceeds of Working Capital Loans are not received by such Issuing Lender on the Reimbursement Date in an amount equal to the amount of such honored drawing, Company shall reimburse such Issuing Lender, on demand, but no earlier than one Business Day following the Reimbursement Date, in an amount in same day funds equal to the excess of the amount of such honored drawing over the aggregate amount of such Working Capital Loans, if any, which are so received. Nothing in this subsection 3.3B shall be deemed to relieve any Working Capital Lender from its obligation to make Working Capital Loans on the terms and conditions set forth in this Agreement, and Company shall retain any and all rights it may have against any Working Capital Lender resulting from the failure of such Lender to make such Working Capital Loans under this subsection 3.3B.

  • Limitation of responsibility of Existing Lender (a) Unless expressly agreed to the contrary, an Existing Lender is not responsible to a New Lender for the legality, validity, adequacy, accuracy, completeness or performance of:

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