Common use of EFFECTIVE DATE; TERMINATION; COSTS Clause in Contracts

EFFECTIVE DATE; TERMINATION; COSTS. 9.1. This Agreement shall become effective upon acceptance by you and shall continue in full force and effect for a term ending three (3) years from the date hereof (the "Renewal Date") and from year to year thereafter, unless sooner terminated pursuant to the terms hereof. Either party may terminate this Agreement on the Renewal Date or on the anniversary of the Renewal Date in any year by giving the other party at least sixty (60) days prior written notice by registered or certified mail, return receipt requested, and, in addition, you shall have the right to terminate this Agreement immediately at any time upon the occurrence of an Event of Default. No termination of this Agreement, however, shall relieve or discharge us of our duties, obligations and covenants hereunder until all Obligations have been paid in full, and your continuing security interest in the Collateral shall remain in effect until said Obligations have been fully discharged. 9.2. If you terminate this Agreement upon the occurrence of an Event of Default or at our request, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of your lost profits as a result thereof, we hereby agree that we shall pay to you, upon the effective date of such termination, an early termination fee in an amount equal to: (a) five (5%) percent of the Maximum Credit if such termination occurs on or prior to the first anniversary of this Agreement; (b) two (2%) percent of the Maximum Credit if such termination occurs after the first anniversary of this Agreement but on or prior to the second anniversary of this Agreement; or (c) one (1%) percent of the Maximum Credit if such termination occurs after the second anniversary of this Agreement but prior to the third anniversary of this Agreement. Such termination fee shall be presumed to be the amount of damages sustained by said early termination and we agree that it is reasonable under the circumstances currently existing. The early termination fee provided for in this paragraph 9.2 shall be deemed included in the Obligations. 9.3. This Agreement, any supplement hereto, and any agreements, instruments or documents delivered or to be delivered in connection herewith represent our entire agreement and understanding concerning the subject matter hereof and thereof, and supersede all other prior and contemporaneous agreements, understandings, negotiations and discussions, representations, warranties, commitments, offers, contracts, whether oral or written. 9.4. No provision hereof shall be modified or amended orally or by course of conduct but only by a written instrument expressly referring hereto signed by both parties. 9.5. Upon your request we shall pay to you, or reimburse you for, all sums, costs and expenses which you may pay or incur in connection with or related to the negotiation, preparation, consummation, administration and enforcement of this Agreement, any supplement hereto, and all other agreements, instruments and documents in connection herewith and therewith, and the transactions contemplated hereunder and thereunder, together with any amendments, supplements, consents or modifications which may be hereafter made or entered into in respect hereof or thereof, and all efforts made to defend, protect or enforce the security interest granted herein or therein or in enforcing payment of the Obligations, including, without limitation, appraisal fees, filing fees and taxes, title insurance premiums, recording taxes, expenses for searches, expenses heretofore incurred by you and from time to time hereafter during the course of periodic field examinations of the Collateral and our operations, plus a charge of $500 per person per day for your examiners (in addition to reimbursement of their expenses), wire transfer fees, check dishonor fees, the fees and disbursements of counsel to you, all fees and expenses for the service and filing of papers, premiums on bonds and undertakings, fees of marshalls, sheriffs, custodians, auctioneers and others, travel expenses and all court costs and collection charges, all of which shall be part of the Obligations and shall accrue interest after demand thereof at a rate equal to the highest rate then payable on any of the Obligations.

EFFECTIVE DATE; TERMINATION; COSTS. 9.1. Section 10.1 This Agreement shall become effective upon acceptance by you the Bank and shall continue in full force and effect for a term ending three (3) years from the date hereof (the "Renewal until Maturity Date") and from year to year thereafter, unless sooner terminated pursuant to the terms hereof. Either party may terminate this Agreement on the Renewal Date or on the anniversary of the Renewal Date in any year by giving the other party at least sixty (60) days prior written notice by registered or certified mail, return receipt requested, and, in addition, you The Bank shall have the right to terminate this Agreement immediately at any time upon the occurrence of an Event of Default. No termination of this Agreement, however, shall relieve or discharge us the Borrower of our the Borrower’s duties, obligations Obligations and covenants hereunder until all Obligations have been paid in full, and your the Bank’s continuing security interest in the Collateral shall remain in effect until said such time that the Obligations have been fully discharged. 9.2. If you terminate this Agreement upon the occurrence of an Event of Default or at our request, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of your lost profits as a result thereof, we hereby agree that we shall pay to you, upon the effective date of such termination, an early termination fee in an amount equal to: (a) five (5%) percent of the Maximum Credit if such termination occurs on or prior to the first anniversary of this Agreement; (b) two (2%) percent of the Maximum Credit if such termination occurs after the first anniversary of this Agreement but on or prior to the second anniversary of this Agreement; or (c) one (1%) percent of the Maximum Credit if such termination occurs after the second anniversary of this Agreement but prior to the third anniversary of this Agreement. Such termination fee shall be presumed to be the amount of damages sustained by said early termination and we agree that it is reasonable under the circumstances currently existing. The early termination fee provided for in this paragraph 9.2 shall be deemed included in the Obligations. 9.3. Section 10.2 This Agreement, any supplement hereto, and any agreements, instruments or documents delivered or to be delivered in connection herewith represent our the Borrower’s entire agreement and understanding concerning the subject matter hereof and thereof, and supersede all other prior and contemporaneous agreements, understandings, negotiations and discussions, representations, warranties, commitments, offers, contracts, whether oral or written. 9.4. Section 10.3 No provision hereof shall be modified or amended orally or by course of the Bank’s conduct but only by a written instrument expressly referring hereto signed by both parties. 9.5. Section 10.4 Upon your request we the Bank’s request, the Borrower shall pay to youthe Bank, or reimburse you the Bank for, all sums, costs and expenses which you the Bank may pay or incur in connection with or related to the negotiation, preparation, consummation, administration and enforcement of this Agreement, any supplement hereto, and all other agreements, instruments and documents in connection herewith and therewith, and the transactions contemplated hereunder and thereunder, together with any amendments, supplements, consents or modifications which may be hereafter made or entered into in respect hereof or thereof, and all efforts made to defend, protect or enforce the security interest granted herein or therein or in enforcing payment of the Obligations, including, including without limitation, appraisal fees, filing fees and taxes, title insurance premiums, recording taxes, expenses for searches, expenses heretofore incurred by you the Bank and from time to time hereafter during the course of Bank’s periodic field examinations of the Collateral and our the Borrower’s operations, plus a charge of $500 per person per day for your examiners (in addition to reimbursement of their expenses), wire transfer fees, check dishonor fees, the fees and disbursements of counsel to youthe Bank, all fees and expenses for the service and filing of papers, premiums on bonds and undertakings, fees of marshallsmarshals, sheriffs, custodians, auctioneers and others, travel expenses and all court the Bank’s costs and collection charges, all of which shall be part of the Obligations and shall accrue interest after demand thereof at a rate equal to the highest rate then payable on any of the Obligations.

EFFECTIVE DATE; TERMINATION; COSTS. 9.1. This Agreement shall become effective upon acceptance by you and shall continue in full force and effect for a term ending three two (32) years from the date hereof (the "Renewal DateRENEWAL DATE") and from year to year thereafter, unless sooner terminated pursuant to the terms hereof. Either party may terminate this Agreement on the Renewal Date or on the anniversary of the Renewal Date in any year by giving the other party at least sixty (60) days prior written notice by registered or certified mail, return receipt requested, and, in addition, you shall have the right to terminate this Agreement immediately at any time upon the occurrence of an Event of Default. No termination of this Agreement, however, shall relieve or discharge us of our duties, obligations and covenants hereunder until all Obligations have been paid in full, and your continuing security interest in the Collateral shall remain in effect until said such Obligations have been fully discharged. 9.2. If you terminate this Agreement upon the occurrence of an Event of Default or at our request, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of your lost profits as a result thereof, we hereby agree that we shall pay to you, upon the effective date of such termination, an early termination fee in an amount equal to: (a) five (5%) percent of the Maximum Credit if such termination occurs on or prior to the first anniversary of this Agreement; (b) two (2%) percent of the Maximum Credit if such termination occurs after the first anniversary of this Agreement but on or prior to the second anniversary of this Agreement; or (c) one (1%) percent of the Maximum Credit if such termination occurs after the second anniversary of this Agreement but prior to the third anniversary of this Agreement. * Such termination fee shall be presumed to be the amount of damages sustained by said early termination and we agree that it is reasonable under the circumstances currently existing. The early termination fee provided for in this paragraph 9.2 shall be deemed included in the Obligations. 9.3. This Agreement, any supplement hereto, and any agreements, instruments or documents delivered or to be delivered in connection herewith represent our entire agreement and understanding concerning the subject matter hereof and thereof, and supersede all other prior and contemporaneous agreements, understandings, negotiations and discussions, representations, warranties, commitments, offers, contracts, whether oral or written. 9.4. No provision hereof shall be modified or amended orally or by course of conduct but only by a written instrument expressly referring hereto signed by both parties. 9.5. Upon your request we shall pay to you, or reimburse you for, all sums, costs and expenses which you may pay or incur in connection with or related to the negotiation, preparation, consummation, administration and enforcement of this Agreement, any supplement hereto, and all other agreements, instruments and documents in connection herewith and therewith, and the transactions contemplated hereunder and thereunder, together with any amendments, supplements, consents or modifications which may be hereafter made or entered into in respect hereof or thereof, and all efforts made to defend, protect or enforce the security interest granted herein or therein or in enforcing payment of the Obligations, including, including without limitation, appraisal fees, filing fees and taxes, title insurance premiums, recording taxes, expenses for searches, expenses heretofore incurred by you and from time to time hereafter during the course of periodic field examinations of the Collateral and our operations, plus a charge of $500 per person per day for your examiners (in addition to reimbursement of their expenses), wire transfer fees, check dishonor fees, the * fees and disbursements of counsel to you, all fees and expenses for the service and filing of papers, premiums on bonds and undertakings, fees of marshalls, sheriffs, custodians, auctioneers and others, travel expenses and all court costs and collection charges, all of which shall be part of the Obligations and shall accrue interest after demand thereof at a rate equal to the highest rate then payable on any of the Obligations.

EFFECTIVE DATE; TERMINATION; COSTS. 9.1. 9.1 This Agreement shall become effective upon acceptance by each of you and shall continue in full force and effect for a term ending three (3) years from the date hereof (the "Renewal Date") and from year to year thereafteron December 31, 1995, unless sooner terminated pursuant to the terms hereof. Either party may terminate this Agreement on the Renewal Date or on the anniversary of the Renewal Date in any year by giving the other party at least sixty (60) days prior written notice by registered or certified mail, return receipt requested, and, in addition, you shall have the right to terminate this Agreement immediately at any time upon the occurrence of an Event of Default. No termination of this Agreement, however, whether pursuant to this Section 9.1 or upon demand or the occurrence of an Event of Default in accordance with Section 8.1 shall relieve or discharge us of our duties, obligations and covenants hereunder until all Obligations have been indefeasibly paid in full, and your the continuing security interest of the Agent, RNB and NatWest in the Collateral shall remain in effect until said such Obligations have been fully dischargedand finally discharged and notwithstanding the fact that at any time or from time to time the Loan Account may be temporarily in a credit position. 9.2. If you terminate this Agreement upon the occurrence of an Event of Default or at our request, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of your lost profits as a result thereof, we hereby agree that we shall pay to you, upon the effective date of such termination, an early termination fee in an amount equal to: (a) five (5%) percent of the Maximum Credit if such termination occurs on or prior to the first anniversary of this Agreement; (b) two (2%) percent of the Maximum Credit if such termination occurs after the first anniversary of this Agreement but on or prior to the second anniversary of this Agreement; or (c) one (1%) percent of the Maximum Credit if such termination occurs after the second anniversary of this Agreement but prior to the third anniversary of this Agreement. Such termination fee shall be presumed to be the amount of damages sustained by said early termination and we agree that it is reasonable under the circumstances currently existing. The early termination fee provided for in this paragraph 9.2 shall be deemed included in the Obligations. 9.3. This Agreement, any supplement hereto, and any agreements, instruments or documents delivered or to be delivered in connection herewith represent our entire agreement and understanding concerning the subject matter hereof Loans contemplated to be made and thereofthe Letters of Credit contemplated to be issued hereunder, and supersede all other prior and contemporaneous agreements, understandings, negotiations and discussions, representations, warranties, commitments, offers, contracts, whether oral or writtenwritten with respect to such Loans and Letters of Credit; provided, however, that any security or other agreements granting to RNB or NatWest security interests in any of the Collateral shall continue in full force and effect, and provided, further, that this Section 9.2 shall in no respect terminate, cancel, reduce, or otherwise limit our liability to the Agent, RNB or NatWest in respect of any Obligations, if any, other than such Loans and Letters and Credit, existing on and as of the date hereof, or otherwise arising after the date hereof. 9.4. No 9.3 Neither this Agreement, nor any provision hereof shall be waived, terminated (except as expressly provided herein) or changed, modified or amended orally or by course of conduct but only except by a written instrument expressly referring hereto signed by both parties.us and each of you. Any of you may assign your rights in and to this Agreement, the Collateral, 9.5. 9.4 Upon your request we shall pay to youthe Agent, RNB or NatWest, as the case may be, or reimburse any of you for, all sums, costs and expenses which you such party may pay or incur in connection with or related to the negotiation, preparation, consummation, administration and enforcement of this Agreement, any supplement hereto, and all other agreements, instruments and documents in connection herewith and therewith, and the transactions contemplated hereunder and thereunder, together with any amendments, supplements, consents or modifications which may be hereafter made or entered into in respect hereof or thereof, and all efforts made to defend, protect or enforce the security interest granted herein or therein or in enforcing payment of the Obligations, including, without limitation, in actions or proceedings which may involve any person asserting a claim or priority with respect to the Collateral, and including without limitation, appraisal fees, stenographers charges, filing fees and taxes, title insurance premiums, recording taxes, expenses for searchestitle, lien and other searches and examination thereof, expenses heretofore incurred by you such party and from time to time hereafter incurred during the course of periodic field examinations of the Collateral after December 31, 1995 and our operations, plus a charge of $500 per person per day for your examiners (in addition to reimbursement of their expenses), wire transfer fees, check dishonor fees, the fees and disbursements of counsel to youeach or any of you in connection with any of the foregoing or otherwise related to this Agreement and the transactions contemplated hereby, including without limitation, for rendering opinion letters, the fees and commissions of collection agencies, all fees and expenses for the service and filing of papers, premiums on or bonds and undertakings, fees of marshallsmarshals, sheriffs, custodians, auctioneers and others, travel expenses and all court costs and collection charges, all of which shall be part of the Obligations and shall accrue interest after demand thereof therefor at a rate equal to the highest rate then payable on any of the Obligations.

EFFECTIVE DATE; TERMINATION; COSTS. 9.1. This Agreement shall become effective upon acceptance by you and shall continue in full force and effect for a term ending three one (31) years year from the date hereof (the "Renewal DateInitial Term") and shall automatically renew from year to year thereafterthereafter (the ?Renewal Term?), unless sooner terminated pursuant to the terms hereof. Either party may terminate this Agreement on the Renewal Date or on the anniversary last day of the Renewal Date in Initial Term at any year time and thereafter by giving the other party at least sixty (60) days prior written notice by registered or certified mail, return receipt requested, and, in addition, you shall have the right to terminate this Agreement immediately at any time upon the occurrence of an Event of Default. No termination of this Agreement, however, shall relieve or discharge us of our duties, obligations and covenants hereunder until all Obligations have been paid in full, and your continuing security interest in the Collateral shall remain in effect until said such Obligations have been fully discharged. 9.2. If you terminate this Agreement upon the occurrence of an Event of Default or at our request, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of your lost profits as a result thereof, we hereby agree that we shall pay to you, upon the effective date of such termination, an early termination fee in an amount equal to: (a) five (5%) percent of the Maximum Credit if such termination occurs on or prior to the first anniversary of this Agreement; (b) two (2%) percent of the Maximum Credit if such termination occurs after the first anniversary of this Agreement but on or prior to the second anniversary of this Agreement; or (c) one (1%) percent of the Maximum Credit if such termination occurs after the second anniversary of this Agreement but prior to the third anniversary of this Agreement. Such termination fee shall be presumed to be the amount of damages sustained by said early termination and we agree that it is reasonable under the circumstances currently existing. The early termination fee provided for in this paragraph 9.2 shall be deemed included in the Obligations. 9.3. This Agreement, any supplement hereto, and any agreements, instruments or documents delivered or to be delivered in connection herewith represent our entire agreement and understanding concerning the subject matter hereof and thereof, and supersede all other prior and contemporaneous agreements, understandings, negotiations and discussions, representations, warranties, commitments, offers, contracts, whether oral or written. 9.49.3. No provision hereof shall be modified or amended orally or by course of conduct but only by a written instrument expressly referring hereto signed by both parties. 9.59.4. Upon your request we shall pay to you, or reimburse you for, all sums, costs and expenses which you may pay or incur in connection with or related to the negotiation, preparation, consummation, administration and enforcement of this Agreement, any supplement hereto, and all other agreements, instruments and documents in connection herewith and therewith, and the transactions contemplated hereunder and thereunder, together with any amendments, supplements, consents or modifications which may be hereafter made or entered into in respect hereof or thereof, and all efforts made to defend, protect or enforce the security interest granted herein or therein or in enforcing payment of the Obligations, including, including without limitation, appraisal fees, filing fees and taxes, title insurance premiums, recording taxes, expenses for searches, expenses heretofore incurred by you and from time to time hereafter during the course of periodic field examinations of the Collateral and our operations, plus a charge of $500 per person per day for your examiners (in addition to reimbursement of their expenses), wire transfer fees, check dishonor fees, the fees and disbursements of counsel to you, all fees and expenses for the service and filing of papers, premiums on bonds and undertakings, fees of marshallsmarshals, sheriffs, custodians, auctioneers and others, travel expenses and all court costs and collection charges, all of which shall be part of the Obligations and shall accrue interest after demand thereof at a rate equal to the highest rate then payable on any of the Obligations.

EFFECTIVE DATE; TERMINATION; COSTS. 9.1. 9.1 This Agreement shall become effective upon acceptance by you and shall continue in full force and effect for a term ending three (3) years from the date hereof (the "Renewal Date") and from year to year thereafter, unless sooner terminated pursuant to the terms hereof. Either party may terminate this Agreement on the Renewal Date or on the anniversary of the Renewal Date in any year by giving the other party at least sixty (60) days prior written notice by registered or certified mail, return receipt requested, and, in addition, you shall have the right to terminate this Agreement immediately at any time upon the occurrence of an Event of Default. No termination of this Agreement, however, shall relieve or discharge us of our duties, obligations and covenants hereunder until all Obligations have been paid in full, and your continuing security interest in the Collateral shall remain in effect until said such Obligations have been fully discharged. 9.2. 9.2 If you terminate this Agreement upon the occurrence of an Event of Default or at our request, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of your lost profits as a result thereof, we hereby agree that we shall pay to you, upon the effective date of such termination, an early termination fee in an amount equal to: to (a) five three (53%) percent of the Maximum Credit if such termination occurs on or prior to the first anniversary of this Agreement; (b) two (2%) percent of the Maximum Credit if such termination occurs after the first anniversary of this Agreement but on or prior to the second anniversary of this Agreement; or (c) one (1%) percent of the Maximum Credit if you have exercised your option as provided in paragraph 9.1 above and such termination occurs after the second anniversary of this Agreement but prior to the third anniversary of this Agreement. Such termination fee shall be presumed to be the amount of damages sustained by said early termination and we agree that it is reasonable under the circumstances currently existing. The early termination fee provided for in this paragraph 9.2 shall be deemed included in the Obligations. 9.3. 9.3 This Agreement, any supplement hereto, and any agreements, instruments or documents delivered or to be delivered in connection herewith represent our entire agreement and understanding concerning the subject matter hereof and thereof, and supersede all other prior and contemporaneous agreements, understandings, negotiations and discussions, representations, warranties, commitments, offers, contracts, whether oral or written. 9.4. 9.4 No provision hereof shall be modified or amended orally or by course of conduct but only by a written instrument expressly referring hereto signed by both parties. 9.5. 9.5 Upon your request we shall pay to you, or reimburse you for, all out of pocket sums, costs and expenses which you may pay or incur in connection with or related to the negotiation, preparation, consummation, administration and enforcement of this Agreement, any supplement hereto, and all other agreements, instruments and documents in connection herewith and therewith, and the transactions contemplated hereunder and thereunder, together with any amendments, supplements, consents or modifications which may be hereafter made or entered into in respect hereof or thereof, and all efforts made to defend, protect or enforce the security interest granted herein or therein or in enforcing payment of the Obligations, including, without limitation, appraisal fees, filing fees and taxes, title insurance premiums, recording taxes, expenses for searches, expenses heretofore incurred by you and from time to time hereafter during the course of periodic field examinations of the Collateral and our operations, plus a charge of $500 per person per day for your examiners (in addition to reimbursement of their expenses), wire transfer fees, check dishonor fees, the fees and disbursements of counsel to you, all fees and expenses for the service and filing of papers, premiums on bonds and undertakings, fees of marshalls, sheriffs, custodians, auctioneers and others, travel expenses and all court costs and collection charges, all of which shall be part of the Obligations and shall accrue interest after demand thereof at a rate equal to the highest rate then payable on any of the Obligations.and