Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 10 contracts
Samples: Credit Agreement (Huttig Building Products Inc), Credit Agreement (Westinghouse Air Brake Technologies Corp), Credit Agreement (World Fuel Services Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 8 contracts
Samples: Credit Agreement (Continental Materials Corp), Credit Agreement, Credit Agreement (Continental Materials Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(c) shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 6 contracts
Samples: Credit Agreement (Centene Corp), Credit Agreement (Bright Health Group Inc.), Credit Agreement (Bright Health Group Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 11.1.1 or Section 11.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 11 may be waived by the written concurrence of the Required Lenders (except as provided in Section 13.1). Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to reimbursement obligations under the Obligations arising in connection with any drawing under a Letter Letters of Credit. After the expiration or termination of all the Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 6 contracts
Samples: Credit Agreement (Penske Automotive Group, Inc.), Credit Agreement (Penske Automotive Group, Inc.), Credit Agreement (United Auto Group Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 9.1.2 shall occur occur, all Liabilities shall immediately become due and payable and the Applicant shall immediately become obligated to deliver to the Bank cash collateral in respect an amount equal to the face amount of the Companyall outstanding Letters of Credit; and if any other Event of Default shall occur, the Commitments shall Bank may declare all Liabilities to be due and payable and may demand that the Applicant immediately terminate and deliver to the Loans and Bank cash collateral in an amount equal to the face amount of all other Obligations hereunder outstanding Letters of Credit, whereupon all Liabilities shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Applicant shall immediately become obligated to Cash Collateralize deliver to the Bank cash collateral in an amount equal to the face amount of all outstanding Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kindCredit. The Administrative Agent Bank shall promptly advise the Company Applicant of any such declaration, but failure to do so shall not impair the effect of such declaration. Any The Applicant hereby grants the Bank a security interest in all cash collateral delivered hereunder hereunder. All cash collateral shall be held by the Administrative Agent (without liability for interest thereon) Bank and applied to the Obligations Liabilities arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of CreditCredit have been fully drawn, expired or been terminated, such cash collateral shall be applied by the Administrative Agent Bank, first, to any remaining Obligations hereunder Liabilities and, then, to any other liabilities of the Applicant to the Bank, and any excess shall be delivered to the Company Applicant or as a court of competent jurisdiction may electdirect.
Appears in 6 contracts
Samples: Revolving Credit Agreement (Winmark Corp), Loan and Security Agreement (ModusLink Global Solutions Inc), Credit Agreement (Nashua Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Samples: Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Samples: Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc), Credit Agreement (Energy West Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Samples: Credit Agreement (Synagro Technologies Inc), Credit Agreement (Synagro Technologies Inc), Credit Agreement (Santi Group Inc /Ga)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(d) shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder hereunder, in the priority set forth in Section 7.2, and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 4 contracts
Samples: Credit Agreement (A-Mark Precious Metals, Inc.), Credit Agreement (A-Mark Precious Metals, Inc.), Credit Agreement (A-Mark Precious Metals, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyCompany (regardless as to whether the time periods specified therein shall have expired), the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The If practical, the Administrative Agent shall use its reasonable efforts to promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by declaration nor result in liability of any kind or nature to the Administrative Agent (without liability for interest thereon) and applied the Lenders. If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement, the other Loan Documents and in any other instrument or agreement securing, evidencing or relating to the Obligations arising in connection with Obligations, and all rights and remedies of a creditor under any drawing under a Letter of Credit. After the expiration applicable law or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electat equity.
Appears in 4 contracts
Samples: Forbearance Agreement (Digerati Technologies, Inc.), Credit Agreement (Digerati Technologies, Inc.), Credit Agreement (Digerati Technologies, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in with respect of to the Company, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Commitments shall be reduced to zero and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the outstanding Dollar Equivalent face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company in writing of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 4 contracts
Samples: Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur and be continuing beyond any cure period provided for in this Agreement with respect to such Event of Default, the Agent may (i) by notice to the Company, (A) declare the Commitments of the Lenders to be terminated, whereupon the same shall immediately terminate forthwith terminate, and (B) declare the entire unpaid principal amount of the Loans and any Notes, all interest accrued and unpaid thereon and all other Obligations, including without limitation, (subject only to any limitation imposed by applicable law) all out-of-pocket expenses, including, without limitation, attorneys’ fees and legal expenses, incurred by any Lender in endeavoring to collect any amounts payable hereunder which are not paid when due, whether by acceleration or otherwise, all of which expenses shall be deemed added to the Obligations hereunder immediately upon the occurrence of an Event of Default, to be forthwith due and payable, whereupon the Loans and any Notes, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or further notice of any kind; and, if any other Event all of Default which are hereby expressly waived by the Company, provided that upon the occurrence of an actual or deemed entry of an order for relief with respect to the Company under the Bankruptcy Code, the result which would otherwise occur only upon giving of notice by the Agent to the Company as specified in this clause (i) shall occur and be continuingautomatically, without the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company giving of any such declarationnotice; and (ii) whether or not the actions referred to in clause (i) have been taken, but failure (A) exercise any or all of the Lenders’ and/or the Agent’s rights and remedies under the Collateral Documents, and (B) proceed to do so shall not impair enforce all other rights and remedies available to the effect of such declaration. Any cash collateral delivered hereunder shall be held by Lenders and the Administrative Agent (without liability for interest thereonacting on behalf of the Lenders) under the Loan Documents and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electapplicable law.
Appears in 3 contracts
Samples: Loan Agreement (Marrone Bio Innovations Inc), Loan Agreement (Marrone Bio Innovations Inc), Loan Agreement (Marrone Bio Innovations Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur occurs in respect of the Companyany Borrower, then the Commitments shall will immediately terminate and the Loans and all other Obligations hereunder shall under this Agreement will become immediately due and payable and the Company shall Borrowers will become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if . If any other Event of Default shall occur occurs and be is continuing, the then Administrative Agent may (and, upon the written request of the Required Lenders shall) declare declare, in a written notice to Borrower Representative, the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder under this Agreement to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall will immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall under this Agreement will become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kindkind (other than as expressly provided for above in this sentence). The Administrative Agent shall promptly advise the Company Borrower Representative of any such declaration, but failure to do so shall will not impair the effect of any such declaration. Any cash collateral delivered hereunder shall under this Agreement will be held by the Administrative Agent (without liability for interest thereon) and applied by Administrative Agent to the any remaining Obligations arising in connection with under this Agreement, and any drawing under excess will be delivered to Borrower Representative or as a Letter court of Creditcompetent jurisdiction elects. After the expiration or termination of all Letters of Credit, all such cash collateral shall will be applied by the Administrative Agent to any remaining Obligations hereunder under this Agreement and any excess shall will be delivered to the Company Borrower Representative or as a court of competent jurisdiction may electelects.
Appears in 3 contracts
Samples: Credit Agreement (AgileThought, Inc.), Credit Agreement (AgileThought, Inc.), Credit Agreement (LIV Capital Acquisition Corp.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 10.1.2 shall occur in respect of the Companyand be continuing, the Commitments with respect to such Borrower (or if such Event of Default relates to Guarantor, any Significant Subsidiary or Section 10.1.7, all Borrowers) (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder Liabilities of such Borrower shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andor shall, upon the written request of the Required Lenders shallBanks) declare the Commitments of such Borrower (or if such Event of Default relates to Guarantor, any Significant Subsidiary or Section 10.1.7, all Borrowers) (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder Liabilities with respect to such Borrower to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments with respect to such Borrower (or if such Event of Default relates to Guarantor, any Significant Subsidiary or Section 10.1.7, all Borrowers) (if they have not theretofore terminated) shall immediately terminate (and all Liabilities with respect to such Borrower or be reducedall Borrowers, as applicable) and/or the Loans and other Obligations hereunder case may be, shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise such Borrower or all Borrowers, as the Company case may be, and each Bank of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing or any provision of Section 13.1, the effect as an Event of Default of any event described in Section 10.1.2 may be held waived by the Administrative Agent (without liability for interest thereon) written concurrence of the Banks holding 100% of the aggregate unpaid principal amount of the Loans, and applied to the Obligations arising effect as an Event of Default of any other event described in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall this Section 10 may be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or waived as a court of competent jurisdiction may electprovided in Section 13.1.
Appears in 3 contracts
Samples: Credit Agreement (Hilbert Stephen C), Credit Agreement (Hilbert Stephen C), Credit Agreement (Hilbert Stephen C)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent Amount face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the Dollar Equivalent Amount of the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent Amount of the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 3 contracts
Samples: Credit Agreement (MIDDLEBY Corp), Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 3 contracts
Samples: Credit Agreement (Nashua Corp), Credit Agreement (Nashua Corp), Credit Agreement (Nashua Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 12.1.1 or SECTION 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this SECTION 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (U S Liquids Inc), Credit Agreement (U S Liquids Inc)
Effect of Event of Default. If If:
(a) any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments Term Loan Commitment shall immediately terminate and the Loans Term Loan and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if ;
(b) any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Term Loan Commitment to be terminated or reduced in whole or in part and/or declare all or any part of the Loans Term Loan and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments Term Loan Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans Term Loan and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind, and
(c) any Event of Default shall occur and be continuing, Lender shall have (i) all rights and remedies provided for in this Agreement and the other Loan Documents, (ii) all rights and remedies provided by the UCC (in each applicable jurisdiction) and (iii) all rights and remedies provided by any other applicable law (including, without limitation, all other legal and equitable remedies available to Lender). The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Loan and Security Agreement (Kinsale Capital Group, Inc.), Loan and Security Agreement (Kinsale Capital Group, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by Notwithstanding the Administrative Agent (without liability for interest thereon) and applied to foregoing, the Obligations arising effect as an Event of Default of any event described in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.Section 12.1.1
Appears in 2 contracts
Samples: Credit Agreement (Fargo Electronics Inc), Credit Agreement (Fargo Electronics Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 7.1(e) shall occur in respect of the Companyand is continuing, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable payable, and the Company Max Bermuda shall become immediately obligated to Cash Collateralize all Letters deliver to the Administrative Agent cash collateral in an amount equal to 102% of Credit, the outstanding LC Obligations all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andmay, and upon the written request of the Required Lenders shall) declare , terminate the Aggregate Commitments to be terminated in whole or in part and/or hereunder and declare all or any part portion of the Loans and all other Obligations hereunder to be due and payable payable, and/or demand that Max Bermuda immediately deliver to the Company immediately Administrative Agent Cash Collateralize and Cash Equivalents in an amount equal to 102% of the outstanding LC Obligations whereupon the Aggregate Commitments shall terminate and all or any Letters such portion of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (payable, and/or demand that Max Bermuda immediately deliver to the Administrative Agent Cash and Cash Equivalents in whole or in part, as applicable) and/or an amount equal to the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), outstanding LC Obligations all without presentment, demand, protest or further notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 7.1(a) may not be held waived except by consent of all of the Lenders and acknowledged by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 2 contracts
Samples: Credit Agreement (Max Capital Group Ltd.), Credit Agreement (Max Capital Group Ltd.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13.1.1 or 13.1.4 may be waived in writing by all the Lenders, and the effect as an Event of Default or any other event described in this Section 13 may be waived in writing by the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Lecg Corp), Credit Agreement (Lecg Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Companyany Co-Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Co-Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Co-Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Co-Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Co-Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Co-Borrowers or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (FreightCar America, Inc.), Credit Agreement (FreightCar America, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Compudyne Corp), Credit Agreement (Asg Sub Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the Dollar Equivalent of the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent of the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Middleby Corp), Credit Agreement (Middleby Corp)
Effect of Event of Default. If Notwithstanding anything to the contrary contained in this Agreement, if any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Parent of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by The Borrower also waives the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination benefit of all Letters of Creditvaluation, such cash collateral shall be applied appraisal and exemption laws. UPON THE OCCURRENCE OF AN EVENT OF DEFAULT, EACH BORROWER HEREBY WAIVES ALL RIGHTS TO NOTICE AND HEARING OF ANY KIND PRIOR TO THE EXERCISE BY THE LENDER OF ITS RIGHTS TO REPOSSESS THE COLLATERAL WITHOUT JUDICIAL PROCESS OR TO REPLEVY, ATTACH OR LEVY UPON THE COLLATERAL WITHOUT PRIOR NOTICE OR HEARING. Each Borrower acknowledges that it has been advised by the Administrative Agent its counsel with respect to any remaining Obligations hereunder this transaction and any excess shall be delivered to the Company or as a court of competent jurisdiction may electthis Agreement, including, without limitation, all waivers contained herein.
Appears in 2 contracts
Samples: Credit Agreement (Aviv REIT, Inc.), Credit Agreement (Aviv REIT, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Companyany Borrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately jointly and severally obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become jointly and severally obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Landauer Inc), Credit Agreement (Landauer Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any Subject to the terms of the Intercreditor Agreement, any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Primoris Services Corp), Credit Agreement (Primoris Services Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement and in any other instrument or agreement securing, evidencing or relating to the Obligations, including, without limitation, the Collateral Documents and the other Loan Documents, and all rights and remedies of a creditor under any applicable law or at equity.
Appears in 2 contracts
Samples: Credit Agreement (Concur Technologies Inc), Credit Agreement (Concur Technologies Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Funds Administrator of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13.1.1 or Section 13.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 13 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Funds Administrator or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Thane International Inc), Credit Agreement (Thane International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 10.1.2 shall occur in respect and be continuing, all Liabilities of such Borrower, or if such Event of Default relates to any CCPA Pledgor (not consisting of Conseco or any Significant Subsidiary) (or if any Event of Default under subsection (f) or (g) of Section 5.01 of the CompanyAppendix (as such term is defined in the Conseco Guaranty), the Commitments made applicable to Conseco, CIHC or any other Significant Subsidiary pursuant to Sections 10.1.6 and 10.1.7 hereof, shall immediately terminate occur and the Loans and be continuing as to Conseco, CIHC or any CCPA Pledgor consisting of any Significant Subsidiary), all other Obligations hereunder Liabilities of all Borrowers, shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andor shall, upon the written request of the Required Lenders shallBanks) declare the Commitments all Liabilities with respect to be terminated in whole such Borrower, or in part and/or declare all if such Event of Default relates to Conseco, CIHC, or any part CCPA Pledgor, all Liabilities of the Loans and all other Obligations hereunder Borrowers, to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (all Liabilities with respect to such Borrower or be reducedall Borrowers, as applicable) and/or the Loans and other Obligations hereunder case may be, shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise such Borrower or all Borrowers, as the Company case may be, and each Bank of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing or any provision of Section 13.1, the effect of an Event of Default of any event described in Section 10.1.2 may be held waived by the written concurrence of the Banks holding 100% of the aggregate unpaid principal amount of the Loans, and the effect of an Event of Default of any other event described in this Section 10 may be waived as provided in Section 13.1. In any such circumstance where the Liabilities of any Borrower or all Borrowers (as the case may be) have become immediately due and payable, whether automatically or upon any such declaration (as the case may be), the Administrative Agent may (without liability for interest thereonor shall, upon the written request of the Required Banks) exercise or not exercise, as it deems appropriate, on behalf of itself and applied the Banks, any and all other rights and remedies available (including after taking into account, as to Conseco and CIHC only, the Obligations arising restrictions set forth in connection Sections 2.1 and 6.1 of the Conseco Guaranty (except with respect to said Section 6.1, if the restrictions set forth in Section 6.1 of the Conseco Guaranty have been rendered inoperative or have been otherwise qualified pursuant to Section 6.2 or Section 6.4 of the Conseco Guaranty)) to it and the Banks under the Loan Documents and/or applicable law against such Borrower or all Borrowers or any drawing under a Letter of Credit. After combination thereof (as the expiration or termination of all Letters of Creditcase may be), such cash collateral shall be applied by the Administrative Agent to Conseco, CIHC, and/or any remaining Obligations hereunder CCPA Pledgor and any excess shall be delivered to the Company or as a court of competent jurisdiction may electtheir respective property.
Appears in 2 contracts
Samples: Guaranty (Conseco Inc), Guaranty (Conseco Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of CreditL/C Obligations, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of CreditL/C Obligations, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit L/C Obligations (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the L/C Obligations arising in connection with any drawing under a Letter of Creditas and to the extent due. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. During the existence of any Event of Default or Default the Administrative Agent shall specifically be permitted to communicate directly with the Company’s certified public accountants and Company hereby authorizes and instructs those accountants to disclose such financial information as the Administrative Agent shall request.
Appears in 2 contracts
Samples: Credit Agreement (Titan International Inc), Credit Agreement (Titan International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 11.1.1 or Section 11.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 11 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Semco Energy Inc), Credit Agreement (Semco Energy Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Revolving Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Revolving Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Revolving Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder by the Company to the Agent shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Allied Products Corp /De/), Credit Agreement (Allied Products Corp /De/)
Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the -------------- -------------- written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written ---------- concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (United Road Services Inc), Credit Agreement (United Rentals Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(d) shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Centene Corp), Credit Agreement (Centene Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 2 contracts
Samples: Credit Agreement (Synagro Technologies Inc), Credit Agreement (Synagro Technologies Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in a Dollar Equivalent amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if and in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andshall, upon the written request of the Required Lenders shall) Lenders, declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in a Dollar Equivalent amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in a Dollar Equivalent amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise Notwithstanding the Company foregoing, the effect as an Event of Default of any such declarationevent described in Section 12.1.1 or 12.1.3 may be waived by the written concurrence of all of the Lenders, but failure to do so shall not impair and the effect as an Event of such declarationDefault of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations of the Company hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in with respect of to the Company, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Commitment Amount shall be reduced to zero and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the outstanding Dollar Equivalent face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company in writing of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Samples: Credit Agreement (Regal Beloit Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize cash collateralize all Letters of CreditCredit pursuant to documentation satisfactory to the Bank, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, continuing and the Administrative Agent may (and, upon the written request of the Required Lenders shall) Bank shall declare the Commitments Commitment (if it has not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize cash collateralize all or any Letters of CreditCredit pursuant to documentation satisfactory to the Bank, whereupon then the Commitments Commitment (if it has not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the cash collateralize all Letters of Credit (all or any, as applicable)pursuant to documentation satisfactory to the Bank, all without presentment, demand, protest or notice of any kind. The Administrative Agent Bank shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in this Section 12 may be waived in writing by the Bank. Any cash collateral delivered hereunder shall be held by the Administrative Agent Bank (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters each Letter of Credit, such the cash collateral related to such Letter of Credit shall be applied by the Administrative Agent Bank to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
2.26 Section 12 of the Credit Agreement is amended by adding a new Section 12.3 as follows:
Appears in 1 contract
Samples: Credit Agreement (Navteq Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 Sections 13.1(h) or 13.1(i) shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize all Letters of CreditCollateral in an amount equal to the Minimum Cash Collateral Amount, all without presentment, demand, protest or notice of any kind; and, and if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, and upon the written request of the Required Lenders shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately deliver to the Administrative Agent Cash Collateralize all or any Letters of CreditCollateral in amount equal to the Minimum Cash Collateral Amount, whereupon the 77 Patriot National Credit Agreement Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to deliver such Cash Collateralize Collateral to the Letters of Credit (all or any, as applicable)Administrative Agent, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of CreditLC Liabilities as they become due. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect. Without limiting the foregoing provisions of this Section 13.2, if an Event of Default exists, the Administrative Agent may exercise all rights and remedies available upon an Event of Default pursuant to the any Collateral Document, any other Loan Document and Applicable Law.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Companies of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in a Dollar Equivalent amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in a Dollar Equivalent amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in a Dollar Equivalent amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 12.1.1 or 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this SECTION 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately and jointly and severally obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, (a) the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall become immediately become and jointly and severally obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), and (b) the Required Term B Lenders may declare all or any part of the Term B Loans and all other Obligations hereunder relating thereto to be due and payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent or the Required Term B Lenders shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder in connection with any Letter of Credit shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.. Notwithstanding any other provisions of this Agreement, after the Commitments shall have terminated and the Loans (with accrued interest thereon) and all other Obligations hereunder and under the Loan Documents (including without limitation the maximum amount of all contingent liabilities under Letters of Credit) shall have become due and payable, all amounts collected or received by the Administrative Agent or any Lender on account of amounts outstanding under any of the Loan Documents or in respect of the Collateral shall be paid over or delivered as follows: FIRST, to the payment of all fees, costs, expenses and indemnities of the Administrative Agent (in its capacity as such), including Attorney Costs, and any other Obligations owing to the Agent in respect of sums advanced by the Administrative Agent to preserve the Collateral or to preserve its security interest in the Collateral, until paid in full; SECOND, to the payment of all fees, costs, expenses and indemnities (including Attorney Costs) of the Lenders, pro-rata, until paid in full;
Appears in 1 contract
Samples: Credit Agreement (Epiq Systems Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company each Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company each Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company each Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)) and/or the Administrative Agent may instruct the Security Trustee to exercise its rights, powers and authorities relating to enforcement under the Collateral Documents, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13.1.1 or Section 13.1.4 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 13 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
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Effect of Event of Default. If (a) Upon the occurrence of any of the foregoing Events of Default under this Section 11, other than an Event of Default under Section 11.05, and in any such event, and at any time thereafter, if any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and then be continuing, the Administrative Agent may (andAgent, upon the written request of the Required Lenders shallLenders, shall by written notice to the Borrowers, take any or all of the following actions, without prejudice to the rights of the Administrative Agent, any Lender or the holder of any Note to enforce its claims against any Credit Party: (i) declare the Commitments principal of and any accrued interest in respect of and the Make-Whole with respect to be terminated in whole or in part and/or declare all or any part of the Bridge Loans and the Notes and all other Obligations owing hereunder and thereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditbe, whereupon the Commitments same shall immediately terminate (or be reducedbecome, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or other notice of any kind. The Administrative Agent shall promptly advise , all of which are hereby waived by each Credit Party; (ii) enforce, as Collateral Agent, all of the Company of Liens and security interests created pursuant to the Security Documents (iii) enforce each Guaranty; and (iv) apply any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be Collateral held by the Administrative Agent pursuant to Section 5.02 to the repayment of the Obligations.
(b) Upon the occurrence of an Event of Default specified in Section 11.05, (i) the principal of and any interest in respect of all Bridge Loans and Notes and Obligations owing hereunder and thereunder shall become immediately due and payable without liability for presentment, demand, or other notice of any kind, all of which are hereby waived by each Credit Party; (ii) if the principal amount of the Bridge Loans, the Notes and the Obligations are paid prior to May 21, 2019, whether in bankruptcy, pursuant to any court order or plan of reorganization, or otherwise, then the Make-Whole shall become immediately due and payable and (iii) the Administrative Agent, upon the written request of the Required Lenders, shall by written notice to the Borrower, take any or all of the following actions, without prejudice to the rights of the Administrative Agent, any Lender or holder of any Note to enforce its claims against any Credit party; (x) enforce, as Collateral Agent, all of the Liens and security interests created pursuant to the Security Documents; (y) enforce each Guaranty; and (z) apply any cash Collateral held by the Administrative Agent pursuant to Section 5.02 to the repayment of the Obligations. For the avoidance of doubt, in any event, no Exit Yield Enhancement or Make-Whole shall be due and payable to the extent (A) the Bridge Loans are rolled into a debtor-in-possession facility or refinanced by a debtor-in-possession facility in which the Required Lenders are participating, including a debtor-in-possession financing more thoroughly described on Exhibit K provided further such debtor-in-possession facility has a Make-Whole and Exit-Yield Enhancement as agreed to by the Required Lenders and/or (B) the Lenders are provided adequate protection in any bankruptcy case of any of the Credit Parties and pursuant to such adequate protection, the Credit Parties continue to pay interest thereondue and payable hereunder with respect to the Bridge Loans through May 21, 2019 (or, if earlier, the date upon which the Credit Parties emerge from any bankruptcy case) and applied there are no other payments of principal on the Bridge Loan prior to the Obligations arising May 21, 2019 other than in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent mandatory prepayment pursuant to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electSection 5.02.
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Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the -------------- -------------- written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written ---------- concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
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Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (American Railcar Industries, Inc.)
Effect of Event of Default. (a) If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the CompanyBorrower, the Commitments Commitment shall immediately terminate terminate, and the Loans Loan and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; andkind (provided, if however, that notwithstanding the foregoing, Hedging Obligations shall terminate only in accordance with the terms of the relevant Hedging Agreement).
(b) If any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Commitment to be terminated in whole or in part and/or declare all or any part of the Loans Loan and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans Loan and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder The date on which the Commitment shall immediately terminate as provided in clause (a) or (b) shall be held the “Termination Date”. Nothing contained herein is intended to restrict the Lender’s rights under any of the Loan Documents or at law or in equity, and the Lender may exercise all such rights and remedies as and when they are available, including all other rights and remedies for default provided by the Administrative Agent (without liability for interest thereon) UCC, as well as any other applicable law and applied to this Agreement, INCLUDING, WITHOUT LIMITATION, THE RIGHT TO REPOSSESS, RENDER UNUSABLE AND/OR DISPOSE OF THE COLLATERAL WITHOUT JUDICIAL PROCESS. The rights and remedies specified herein are cumulative and are not exclusive of any rights or remedies which the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of CreditLender would otherwise have, such cash collateral and Borrower shall be applied liable for all costs of collection, including Lender’s reasonable attorney’s fees. The Lender may permit the Borrower to attempt to remedy any default without waiving its rights and remedies hereunder, and the Lender may waive any default without waiving any other subsequent or prior default by the Administrative Agent to Borrower. Furthermore, delay on the part of the Lender in exercising any remaining Obligations right, power or privilege hereunder and or at law shall not operate as a waiver thereof, nor shall any excess single or partial exercise of such right, power or privilege preclude other exercise thereof or the exercise of any other right, power or privilege. No waiver nor suspension shall be delivered deemed to have occurred unless the Company Lender has expressly agreed in writing specifying such waiver or as a court of competent jurisdiction may elect.suspension
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Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Companies shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
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Effect of Event of Default. If an Unmatured Event of Default or an Event of Default shall have occurred and be continuing, Lender may elect to do one or more of the following at any time or times and in any order: (i) reduce or terminate the amount of the Revolving Commitment, (ii) restrict the amount of, or suspend its obligations to make, Revolving Loans, (iii) restrict or suspend the issuance of Letters of Credit or LC Guaranties or (iv) demand that Borrowers immediately deposit with Lender an amount equal to one hundred ten percent (110%) of the L/C Exposure to enable Lender to make payments under the LC Guaranties when required, and such amount shall become immediately due and payable. If any Event of Default described in Section 13.1.4 13.1(e) shall occur in respect of the Companyoccur, the Commitments (if not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations hereunder Liabilities shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments (if not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of and the Loans Notes and all other Obligations hereunder Liabilities to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments (if not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or and the Loans Notes and all other Obligations hereunder Liabilities shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or further notice of any kind. The Administrative Agent Lender shall promptly advise provide the Company Funds Administrator on behalf of Borrowers written notice of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 13 may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising Lender in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 1 contract
Samples: Secured Credit Agreement (Diplomat Direct Marketing Corp)
Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments Commitment (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable payable, and the Company shall become immediately obligated be required to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) Bank shall declare the Commitments Commitment (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable payable, and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, Credit whereupon the Commitments Commitment (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. The Administrative Agent Bank shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in this Section 13 may be ---------- waived by the Bank. Any cash collateral delivered hereunder shall be held by the Administrative Agent Bank (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After At the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
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Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Semco Energy Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the CompanyBorrower, the Commitments Commitment and Revolving Credit Facility shall immediately terminate and the Loans Advances and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Commitment and Revolving Credit Facility to be terminated in whole or in part and/or declare all or any part of the Loans Advances and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Commitment and Revolving Credit Facility shall immediately terminate (or be reduced, as applicable) and/or the Loans Advances and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent Xxxxxx (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
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Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination written concurrence of all Letters of Creditthe Banks, such cash collateral shall be applied by and the Administrative Agent to effect as an Event of Default of any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction other event described in this Section 12 may elect.be
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Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect -------------------------- occur, the Lender may (i) by notice to the Purchaser, (A) declare its commitment to make additional Acquisition Loans to be terminated (but not its commitment to make additional Advances under the Credit Line unless Lender has accelerated the payment of Acquisition Loans and the outstanding Credit Line), upon which declaration such commitment to make additional Acquisition Loans shall forthwith terminate, and/or (B) declare the entire unpaid principal amount of the CompanyAcquisition Loans and the Acquisition Notes, the Commitments shall immediately terminate amounts owing under the Credit Line and the Loans Line of Credit Note, all interest accrued and unpaid on the foregoing and all other Obligations hereunder to be forthwith due and payable, whereupon the Acquisition Loans and the Acquisition Notes, the Credit Line and the Line of Credit Note, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable (and the Company Credit Line Commitment Term shall become immediately obligated to Cash Collateralize all Letters of Creditterminate), all without presentment, demand, protest or further notice of any kind; and, all of which are hereby expressly waived by the Purchaser, provided that if any other Event an event described in Section 6.01(h) or (i) shall occur, the result which would otherwise occur only upon giving of Default notice by the Lender to the Purchaser as specified in this clause (i) shall occur and be continuingautomatically, without the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company giving of any such declarationnotice; and (ii) whether or not the actions referred to in clause (i) have been taken, but failure (A) exercise any or all of the Lender's rights and remedies under the Collateral Documents, and (B) proceed to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) enforce all other rights and applied remedies available to the Obligations arising in connection with any drawing Lender under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder Acquisition Financing Documents and any excess shall be delivered to the Company or as a court of competent jurisdiction may electapplicable law.
Appears in 1 contract
Samples: Product Acquisition Financing Agreement (Xcel Pharmaceuticals Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the either Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Companies shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Companies of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Akorn Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyLoan Parties, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
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Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Loans and all other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) , declare the respective Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Loan Party Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Loan Party Representative, on behalf of the Loan Parties, or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if and in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andshall, upon the written request of the Required Lenders shall) Lenders, declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise Notwithstanding the Company foregoing, the effect as an Event of Default of any such declarationevent described in Section 12.1.1 or 12.1.3 may be waived by the written concurrence of all of the Lenders, but failure to do so shall not impair and the effect as an Event of such declarationDefault of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations of the Company hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 13.1.5 shall occur in respect of the Companyoccur, the Commitments Revolving Loan Commitment, the Term Loan Commitment, the Working Capital Commitment and the Letter of Credit Commitment (if not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations hereunder Liabilities (including, without limitation, all of Borrower's contingent reimbursement obligations with respect to LC Guaranties) shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent Lender may declare such Commitments (and, upon the written request of the Required Lenders shallif not theretofore terminated) declare the Commitments to be terminated in whole or in part and/or declare all or any part of and the Loans Notes and all other Obligations hereunder Liabilities (including, without limitation, all of Borrower's contingent reimbursement obligations with respect to LC Guaranties) to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the such Commitments (if not theretofore terminated) shall immediately terminate and the Notes and all other Liabilities (or be reducedincluding, as applicablewithout limitation, all of Borrower's contingent reimbursement obligations with respect to LC Guaranties) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or further notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 13 may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising Lender in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest protest, notice of intent to accelerate, notice of acceleration, or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Ennis, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Cyalume Technologies Holdings, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect occur:
(a) The Administrative Agent shall, at the request of, or may, with the consent of, the Majority Lenders, (i) by notice to the Borrowers, (A) declare the Commitments of the CompanyLenders to be terminated, whereupon the Commitments same shall immediately terminate forthwith terminate, and (B) declare the Loans entire unpaid principal amount of the Loans, all interest accrued and unpaid thereon and all other Obligations hereunder to be forthwith due and payable, whereupon the Loans, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or further notice of any kind; and, if all of which are hereby expressly waived by the Borrowers, provided that upon the occurrence of an actual or deemed entry of an order for relief with respect to any Credit Party under the Bankruptcy Code, or any other Event of Default shall occur and be continuing, the Administrative Agent may specified in Section 11.01(e) or (and, upon the written request of the Required Lenders shallf) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair which has the effect of such declaration. Any cash collateral delivered hereunder shall be held by staying actions against any Credit Party, the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter result which would otherwise occur only upon giving of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied notice by the Administrative Agent to the Borrowers as specified in this subsection shall occur automatically, without the giving of any remaining Obligations hereunder such notice; and (ii) whether or not the actions referred to in the foregoing clause (i) have been taken, exercise any excess shall be delivered or all of the Administrative Agent’s rights and remedies under the Loan Documents.
(b) The Collateral Agent shall, at the request of or may, with the consent of, the Majority Lenders, whether or not the actions referred to in Section 11.02(a) have been taken, (i) exercise any or all of the Collateral Agent’s rights and remedies under the Collateral Documents, and (ii) proceed to enforce all other rights and remedies available to the Company or as a court of competent jurisdiction may electCollateral Agent and the Lenders under the Collateral Documents and applicable law.
Appears in 1 contract
Samples: Credit Agreement (NRG Energy, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination or Cash Collateralization of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement, the other Loan Documents and in any other instrument or agreement securing, evidencing or relating to the Obligations, and all rights and remedies of a creditor under any applicable law or at equity.
Appears in 1 contract
Samples: Credit Agreement (Cpi Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and. If any Event of Default described in Section 13.1.1 shall occur in respect of the Company, if then any Lender may declare such Lender’s Commitment to be terminated in whole or in part and/or declare all or any part of the Loans advanced by such Lender and all other Obligations owing to such Lender hereunder to be due and payable, whereupon such Commitment shall immediate terminate (or be reduced, as applicable) and/or such Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable), all without presentment, demand, protest or notice of any kind. If any other Event of Default (other than an Event of Default described in Sections 13.1.1 or 13.1.4) shall occur and be continuing, then the Administrative Agent may (and, upon the written request of the Required Lenders shall) ), subject to the terms of the Waiver and Omnibus Amendment Agreement (including Section 10 thereof), declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by Notwithstanding anything to the contrary in this Agreement, any and all rights and remedies of the Administrative Agent (without liability for interest thereon) and applied the Lenders upon the occurrence of an Event of Default are subject to the Obligations arising applicable terms of the Intercreditor Agreement so long as it is in connection effect. No Lender shall take any action to foreclose, enforce or realize upon (judicially or non-judicially) Liens on any Collateral except through the Collateral Agent and in accordance with the terms of the Intercreditor Agreement. The Lenders further agree that all proceeds of any drawing under a Letter such foreclosure, enforcement or realization will be shared in accordance with the terms of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electIntercreditor Agreement.
Appears in 1 contract
Samples: Credit Agreement (Proquest Co)
Effect of Event of Default. If any Event of Default described in -------------------------- Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore -------------- terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the U.S. Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative U.S. Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the U.S. Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the U.S. Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative U.S. Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or -------------- Section 12.1.4 may be waived by the written concurrence of all of the Banks, and -------------- the effect as an Event of Default of any other event described in this Section ------- 12 may be waived by the written concurrence of the Required Banks. Any cash -- collateral delivered hereunder shall be held by the Administrative U.S. Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative U.S. Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (United Rentals North America Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments Revolving Authorization shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Revolving Authorization to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Revolving Authorization shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Revolving Loan Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Revolving Loan Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Revolving Loan Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess excess, together with all earnings thereon, if any, shall be delivered to the Company or as a court of competent jurisdiction may electdirect. No termination of the Revolving Loan Commitments pursuant to this paragraph shall relieve the Company or any of its Subsidiaries of any of the obligations arising or incurred under this Agreement, any Letter of Credit or any other Loan Document.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit in an amount equal to the undrawn outstanding amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit in an amount equal to the undrawn outstanding amount of all Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect, provided that if no Event of Default is continuing such Cash Collateral will be promptly returned to the Company.
Appears in 1 contract
Effect of Event of Default. 11.12.1 If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyCompany (regardless as to whether the time periods specified therein shall have expired), the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The .
11.12.2 If practical, the Administrative Agent shall use its reasonable efforts to promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. declaration nor result in liability of any kind or nature to Administrative Agent and the Lenders.
11.12.3 Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
11.12.4 If an Event of Default shall occur and be continuing, the Administrative Agent, on behalf of the Lenders, may exercise, in addition to all other rights and remedies against the Company and each other Loan Party granted to them in this Agreement, the other Loan Documents and in any other instrument or agreement securing, evidencing or relating to the Obligations, and all rights and remedies of a creditor under any applicable Law or at equity.
11.12.5 Following the occurrence and declaration of an Event of Default by the Agent under this Agreement, the Administrative Agent may exercise its rights under the LSMS Agreement as set forth therein.
Appears in 1 contract
Samples: Loan Modification Agreement (Pioneer Financial Services Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1(D) shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to 105% of the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations hereunder to be due and payable and/or or demand that the Company Borrowers immediately Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to 105% of the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or and the Company Borrowers shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to 105% of the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Parent of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 12.1(A) or SECTION 12.1(D) may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this SECTION 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder under this Agreement and the other Loan Documents shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 7.1(d) shall occur in respect of the Companyand is continuing, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable payable, and the Company Max Bermuda shall become immediately obligated to Cash Collateralize all Letters deliver to the Administrative Agent cash collateral in an amount equal to 102% of Credit, the outstanding LC Obligations all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (andmay, and upon the written request of the Required Lenders shall) declare , terminate the Aggregate Commitments to be terminated in whole or in part and/or hereunder and declare all or any part portion of the Loans and all other Obligations hereunder to be due and payable payable, and/or demand that Max Bermuda immediately deliver to the Company immediately Administrative Agent Cash Collateralize and Cash Equivalents in an amount equal to 102% of the outstanding LC Obligations whereupon the Aggregate Commitments shall terminate and all or any Letters such portion of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (payable, and/or demand that Max Bermuda immediately deliver to the Administrative Agent Cash and Cash Equivalents in whole or in part, as applicable) and/or an amount equal to the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), outstanding LC Obligations all without presentment, demand, protest or further notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 7.1(a) may not be held waived except by consent of all of the Lenders and acknowledged by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 SECTION 12.1.3 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 12.1.1 or SECTION 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this SECTION 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Nashua Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Bogen Communications International Inc)
Effect of Event of Default. If any Event of -------------------------- Default described in Section 13.1.4 8.1.3 with respect to the Company ------------- shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding Stated Amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding Stated Amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the Stated Amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise Notwithstanding the Company of any such declarationforegoing, but failure to do so shall not impair the effect of such declarationan Event of Default of any event described in Section 8.1.1 or Section 8.1.3 with respect to the ------------- ------------- Company may be waived by the written concurrence of all of the Banks, and the effect of an Event of Default of any other event described in this Section 8 may be waived by the written --------- concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by delivered to the Administrative Agent (without liability for interest thereon) ), and applied the Agent may apply the Cash Collateral to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After Upon the expiration or termination of all any Letters of Credit, such cash collateral shall in excess of the Stated Amount of the remaining Letters of Credit may be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess (as determined by the Agent or by a court of competent jurisdiction) shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Samples: Credit Agreement (Wyle Electronics)
Effect of Event of Default. (a) If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the CompanyBorrower, the Commitments Commitment shall immediately terminate terminate, and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; andkind (provided, if however, that notwithstanding the foregoing, Hedging Obligations shall terminate only in accordance with the terms of the relevant Hedging Agreement).
(b) If any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Commitment to be terminated in whole or in part and/or declare all or any part of the Loans Loan and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder The date on which the Commitment shall immediately terminate as provided in clause (a) or (b) shall be held the “Termination Date”. Nothing contained herein is intended to restrict the Lender’s rights under any of the Loan Documents or at law or in equity, and the Lender may exercise all such rights and remedies as and when they are available, including all other rights and remedies for default provided by the Administrative Agent (without liability for interest thereon) UCC, as well as any other applicable law and applied to this Agreement, INCLUDING, WITHOUT LIMITATION, THE RIGHT TO REPOSSESS, RENDER UNUSABLE AND/OR DISPOSE OF THE COLLATERAL WITHOUT JUDICIAL PROCESS. The rights and remedies specified herein are cumulative and are not exclusive of any rights or remedies which the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of CreditLender would otherwise have, such cash collateral and Borrower shall be applied liable for all costs of collection, including Lxxxxx’s reasonable attorney’s fees. The Lender may permit the Borrower to attempt to remedy any default without waiving its rights and remedies hereunder, and the Lender may waive any default without waiving any other subsequent or prior default by the Administrative Agent to Borrower. Furthermore, delay on the part of the Lender in exercising any remaining Obligations right, power or privilege hereunder and or at law shall not operate as a waiver thereof, nor shall any excess single or partial exercise of such right, power or privilege preclude other exercise thereof or the exercise of any other right, power or privilege. No waiver nor suspension shall be delivered deemed to have occurred unless the Company Lender has expressly agreed in writing specifying such waiver or as a court of competent jurisdiction may elect.suspension
Appears in 1 contract
Samples: Term Loan and Revolving Credit Agreement (Byline Bancorp, Inc.)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of any of the CompanyLoan Parties, the Commitments shall immediately terminate and the Revolving Loans and all other Obligations hereunder shall become immediately due and payable and the Company Companies shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Revolving Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Companies immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Revolving Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Companies shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Companies of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination or cancellation of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Companies or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Uti Worldwide Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1(c) shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect. Notwithstanding the foregoing, it is understood and agreed that, (x) the Administrative Agent and the Lenders shall not be permitted to take any of the foregoing actions with respect to any Unmatured Event of Default or Event of Default occurring during the period between the Effective Date and the Closing Date and (y) during the period between the Effective Date and the Closing Date, the Administrative Agent and the Lenders shall not have any right to terminate any unused Commitments for any reason, whether upon the occurrence of any Unmatured Event of Default or Event of Default otherwise; provided that the foregoing shall not alter the obligation of the Company to satisfy the conditions precedent to the funding of the Loans by the Lenders on the Effective Date and the Closing Date set forth in Sections 12.1 and 12.2, respectively.
Appears in 1 contract
Samples: Credit Agreement (Centene Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Loan Parties or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Centene Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Earthcare Co)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Revolving Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of CreditCredit for which the Issuing Bank is liable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders shall) declare the Revolving Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable payable, and/or demand that the Company Borrowers immediately deliver to the Administrative Agent cash and Cash Collateralize Equivalent Investments and other cash collateral acceptable to the Issuing Bank in an amount equal to the outstanding face amount of all or any Letters of CreditCredit for which the Issuing Bank is liable, whereupon the Revolving Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans and other all Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)for which the Issuing Bank is liable, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Sections 12.1.1, 12.1.4, 12.1.9 or 12.1.10 may be waived by the written concurrence of all of the Lenders, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Lenders. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations of such Borrower hereunder and any excess shall be delivered to the Company applicable Borrower or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Samples: Fifth Amended and Restated Credit Agreement (Hollinger International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders Lender shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.5 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallLenders) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) Agent, and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or Company's obligations, as a court of competent jurisdiction may electdescribed in Section 2.3.6.
Appears in 1 contract
Effect of Event of Default. If an Unmatured Event of Default or an Event of Default shall have occurred and be continuing, Agent may elect to do one or more of the following at any time or times and in any order: (i) reduce the amount of the Revolving Commitment, (ii) restrict the amount of, or suspend its obligations to make, Revolving Loans, (iii) restrict or suspend the issuance of Letters of Credit or LC Guaranties or (iv) demand that Borrower immediately deposit with Agent an amount equal to one hundred ten percent (110%) of the LC Exposure to enable Agent to make payments under the LC Guaranties when required, and such amount shall become immediately due and payable. If any Event of Default described in Section 13.1.4 SECTION 13.1(e) shall occur in respect of the Companyoccur, the Commitments (if not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations hereunder Liabilities shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default Default, Agent may, and Agent shall occur and be continuing, at the Administrative Agent may (and, upon the written request direction of the Required Lenders shall) Lenders, declare the Commitments (if not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of and the Loans Notes and all other Obligations hereunder Liabilities to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Creditpayable, whereupon the Commitments (if not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or and the Loans Notes and all other Obligations hereunder Liabilities shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or further notice of any kind. The Administrative Agent shall promptly advise the Company provide Borrower written notice of any such declaration, declaration but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall Notwithstanding the foregoing, the effect as an Event of Default of any event described in SECTION 13 may be held waived by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising Required Lenders in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electwriting.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 14.1.7 shall occur in respect of the Company, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Loan and Security Agreement (Material Sciences Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 13.1.3 shall occur in respect of the Company, the Commitments Commitment shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent Lender may (and, upon the written request of the Required Lenders shall) declare the Commitments Commitment to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent Lender shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent Lender (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Lender to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect. If any Event of Default occurs and is continuing, any amounts received by Lender on account of the Obligations shall be applied by Lender to the Obligations in such order as Lender may determine.
Appears in 1 contract
Samples: Credit Agreement (SPSS Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, and upon the written request of the Required Lenders Banks shall) declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if in the case of any other Event of Default shall occur and be continuingDefault, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1(b) shall occur in respect of the Companyoccur, the Commitments Revolving Loan Commitment (if not theretofore terminated) shall automatically and immediately terminate and the Loans Revolving Note and the other Obligations and all other Obligations hereunder amounts payable under the Loan Documents shall become automatically and immediately due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable)payable, all without presentment, demand, protest or notice of any kind. Upon the occurrence of any Event of Default and during the continuance thereof (other than the event described in Section 11.1(b)), the Bank may declare the Commitment (if not theretofore terminated) to be terminated and may also declare the Revolving Note, the other Obligations and all other amounts payable under the Loan Documents to be due and payable, whereupon the Revolving Loan Commitment shall immediately terminate and the Revolving Note and the other Obligations shall become immediately due and payable, all without presentment, demand, protest or other notice of any kind. The Administrative Agent Bank shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held Except as expressly provided above in this Section presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Administrative Agent (without liability for interest thereon) Borrower. Upon the occurrence of any Event of Default and applied to during the Obligations arising in connection with continuance thereof, the Bank, may, at its option, exercise any drawing of its rights under this Agreement, the other Loan Documents or any rights and remedies of a Letter of Credit. After secured party under the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electUniform Commercial Code.
Appears in 1 contract
Samples: Revolving Loan and Security Agreement (Emcore Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) Lenders, declare the respective Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower, or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 11.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans Notes and all other Obligations obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize deliver to the Bank cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) Bank shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans Notes and all other Obligations obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize deliver to the Bank cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the Loans all Notes and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize deliver to the Bank cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent Bank shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 11.1.1 or Section 11.1.4 may be waived by the written concurrence of all of the Bank, and the effect as an Event of Default of any other event described in this Section 11 may be waived by the written concurrence of the Bank. Any cash collateral delivered hereunder shall be held by the Administrative Agent Bank (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent Bank to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Samples: Credit Agreement (Bogen Communications International Inc)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyoccur, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrowers shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrowers immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrowers shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrowers of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrowers or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.3 shall occur in with respect of to the Company, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the outstanding Dollar Equivalent face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately deliver to the Administrative Agent Cash Collateralize Collateral in amount equal to the outstanding Dollar Equivalent face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to deliver to the Administrative Agent Cash Collateralize Collateral in an amount equal to the Dollar Equivalent face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company in writing of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.3 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral Cash Collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral Cash Collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Samples: Credit Agreement (Regal Beloit Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the CompanyBorrower, the Commitments shall immediately terminate and the Loans and all other Obligations hereunder shall become immediately due and payable and the Company Borrower shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (andwith the consent of the Required Lenders, and shall, upon the written request of the Required Lenders shall) Lenders, declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company Borrower immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments Commitment shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Borrower shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Borrower of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Borrower or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect of the Companyany Loan Party, the Commitments shall immediately terminate and the Loans and all other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder shall become immediately due and payable and the Company Loan Parties shall become immediately obligated to Cash Collateralize all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shall) ), declare the respective Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder to be due and payable and/or demand that the Company Loan Parties immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations (other than any outstanding Specified Hedging Obligations which would not pursuant to their terms be, become or be declared to be then due and payable) hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company Loan Parties shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company Loan Party Representative of any such declaration, but failure to do so shall not impair the effect of such declaration. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations hereunder and any excess shall be delivered to the Company Loan Party Representative, on behalf of the Loan Parties, or as a court of competent jurisdiction may elect.
Appears in 1 contract
Effect of Event of Default. If any Event of Default described in Section 13.1.4 12.1.4 shall occur in respect of the Companyoccur, the Commitments (if they have not theretofore terminated) shall immediately terminate and the Loans and all other Obligations obligations hereunder shall become immediately due and payable and the Company shall become immediately obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the outstanding face amount of all Letters of Credit, all without presentment, demand, protest or notice of any kind; and, if any other Event of Default shall occur and be continuing, the Administrative Agent may (and, upon the written request of the Required Lenders shallBanks) shall declare the Commitments (if they have not theretofore terminated) to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize deliver to the Administrative Agent cash collateral in amount equal to the outstanding face amount of all or any Letters of Credit, whereupon the Commitments (if they have not theretofore terminated) shall immediately terminate (or be reduced, as applicable) and/or the all Loans and all other Obligations obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize deliver to the Administrative Agent cash collateral in an amount equal to the face amount of all Letters of Credit (all or any, as applicable)Credit, all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair the effect of such declaration. Notwithstanding the foregoing, the effect as an Event of Default of any event described in Section 12.1.1 or Section 12.1.4 may be waived by the written concurrence of all of the Banks, and the effect as an Event of Default of any other event described in this Section 12 may be waived by the written concurrence of the Required Banks. Any cash collateral delivered hereunder shall be held by the Administrative Agent (without liability for interest thereon) and applied to the Obligations obligations arising in connection with any drawing under a Letter of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied by the Administrative Agent to any remaining Obligations obligations hereunder and any excess shall be delivered to the Company or as a court of competent jurisdiction may electdirect.
Appears in 1 contract
Samples: Credit Agreement (Regal Beloit Corp)
Effect of Event of Default. If any Event of Default described in Section 13.1.4 shall occur in respect occur:
(a) The Administrative Agent shall, at the request of, or may, with the consent of, the Majority Lenders, (i) by notice to the Borrowers, (A) declare the Commitments of the CompanyLenders to be terminated, whereupon the Commitments same shall immediately terminate forthwith terminate, and (B) declare the Loans entire unpaid principal amount of the Loans, all interest accrued and unpaid thereon and all other Obligations hereunder to be forthwith due and payable, whereupon the Loans, all such accrued interest and all such other Obligations shall become immediately and be forthwith due and payable and the Company shall become immediately obligated to Cash Collateralize all Letters of Creditpayable, all without presentment, demand, protest or further notice of any kind; and, if all of which are hereby expressly waived by the Borrowers, provided that upon the occurrence of an actual or deemed entry of an order for relief with respect to any Credit Party under the Bankruptcy Code, or any other Event of Default shall occur and be continuing, the Administrative Agent may specified in Section 11.01(e) or (and, upon the written request of the Required Lenders shallf) declare the Commitments to be terminated in whole or in part and/or declare all or any part of the Loans and all other Obligations hereunder to be due and payable and/or demand that the Company immediately Cash Collateralize all or any Letters of Credit, whereupon the Commitments shall immediately terminate (or be reduced, as applicable) and/or the Loans and other Obligations hereunder shall become immediately due and payable (in whole or in part, as applicable) and/or the Company shall immediately become obligated to Cash Collateralize the Letters of Credit (all or any, as applicable), all without presentment, demand, protest or notice of any kind. The Administrative Agent shall promptly advise the Company of any such declaration, but failure to do so shall not impair which has the effect of such declaration. Any cash collateral delivered hereunder shall be held by staying actions against any Credit Party, the Administrative Agent (without liability for interest thereon) and applied to the Obligations arising in connection with any drawing under a Letter result which would otherwise occur only upon giving of Credit. After the expiration or termination of all Letters of Credit, such cash collateral shall be applied notice by the Administrative Agent to the Borrowers as specified in this subsection shall occur automatically, without the giving of any remaining Obligations hereunder such notice; and (ii) whether or not the actions referred to in the foregoing clause (i) have been taken, exercise any excess shall be delivered or all of the Administrative Agent’s rights and remedies under the Loan Documents.
(b) The Administrative Agent shall, at the request of or may, with the consent of, the Majority Lenders, whether or not the actions referred to in Section 11.02(a) have been taken, (i) exercise any or all of the Administrative Agent’s rights and remedies under the Collateral Documents, and (ii) proceed to enforce all other rights and remedies available to the Company or as a court of competent jurisdiction may electAdministrative Agent and the Lenders under the Collateral Documents and applicable law.
Appears in 1 contract
Samples: Credit Agreement (Shaw Group Inc)
