Event of Default Created by a Management Agreement Breach. (a) Affiliate Remains as Manager or Interim Manager Appointed. Upon an Event of Default created by a Management Agreement Breach or an Event of Termination (so long as at such time an Event of Default not created by a Management Agreement Breach or an Event of Termination as to which Administrative Agent has given Sprint PCS notice is not in existence), Sprint PCS may by prior written notice to the Administrative Agent (i) allow each Affiliate to continue to act as the Manager under its respective Sprint Agreements if approved by the Administrative Agent, (ii) act as Interim Manager under all of the Alamosa Sprint Agreements (in the case of Sprint Spectrum) or appoint Sprint Spectrum as Interim Manager (in the case of SprintCom or Cox License), or (iii) appoint a Sprint Spectrum Designee to act as Interim Manager under all of the Alamosa Sprint Agreements as provided in paragraph (b) below. If Sprint PCS initially allows the Affiliates to continue to act as Managers under the Alamosa Sprint Agreements, Sprint PCS may later remove the Affiliates as Managers and take the action described above in clauses (ii) and (iii); provided, however, that if Sprint PCS acts as Interim Manager or appoints an Interim Manager for one Affiliate, then Sprint PCS must act as Interim Manager or appoint an Interim Manager for each of the other Affiliates. The Administrative Agent shall have no right to appoint an Interim Manager when an Event of Default is caused by a Management Agreement Breach or an Event of Termination (unless an Event of Default not created by a Management Agreement Breach or an Event of Termination is in existence), unless Sprint PCS elects not to act as Interim Manager or to appoint a Sprint Spectrum Designee with respect to the Affiliate that is subject to the Management Agreement Breach or Event of Termination.
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Samples: Consent and Agreement (Alamosa Holdings Inc), Credit Agreement (Alamosa Holdings Inc)
Event of Default Created by a Management Agreement Breach. (a) Affiliate Remains as Manager or Interim Manager Appointed. --------------------------------------------------------- Upon an Event of Default created by a Management Agreement Breach or an Event of Termination (so long as at such time an Event of Default not created by a Management Agreement Breach or an Event of Termination as to which Administrative Agent has given Sprint PCS notice is not in existence), Sprint PCS may by prior written notice to the Administrative Agent (i) allow each Affiliate to continue to act as the Manager under its respective the Sprint Agreements if approved by the Administrative Agent, (ii) act as Interim Manager under all of the Alamosa Sprint Agreements (in the case of Sprint Spectrum) or appoint Sprint Spectrum as Interim Manager (in the case of SprintCom or Cox LicenseSprintCom), or (iii) appoint a Sprint Spectrum Designee to act as Interim Manager under all of the Alamosa Sprint Agreements as provided in paragraph (b) below. If Sprint PCS initially allows the Affiliates Affiliate to continue to act as Managers the Manager under the Alamosa Sprint Agreements, Sprint PCS may later remove the Affiliates Affiliate as Managers Manager and take the action described above in clauses (ii) and (iii); provided, however, that if Sprint PCS acts as Interim Manager or appoints an Interim Manager for one Affiliate, then Sprint PCS must act as Interim Manager or appoint an Interim Manager for each of the other Affiliates. The Administrative Agent shall have no right to appoint an Interim Manager when an Event of Default is caused by a Management Agreement Breach or an Event of Termination (unless an Event of Default not created by a Management Agreement Breach or an Event of Termination is in existence), unless Sprint PCS elects not to act as Interim Manager or to appoint a Sprint Spectrum Designee with respect to the Affiliate that is subject to the Management Agreement Breach or Event of TerminationDesignee.
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Event of Default Created by a Management Agreement Breach. (a) Affiliate Remains as Manager or Interim Manager Appointed. Upon --------------------------------------------------------- an Event of Default created by a Management Agreement Breach or an Event of Termination (so long as at such time an Event of Default not created by a Management Agreement Breach or an Event of Termination as to which Administrative Agent has given Sprint PCS notice is not in existence), Sprint PCS may by prior written notice to the Administrative Agent (i) allow each Affiliate to continue to act as the Manager under its respective the Sprint Agreements if approved by the Administrative Agent, (ii) act as Interim Manager under all of the Alamosa Sprint Agreements (in the case of Sprint Spectrum) or appoint Sprint Spectrum as Interim Manager (in the case of SprintCom or Cox LicenseSprintCom), or (iii) appoint a Sprint Spectrum Designee to act as Interim Manager under all of the Alamosa Sprint Agreements as provided in paragraph (b) below. If Sprint PCS initially allows the Affiliates Affiliate to continue to act as Managers the Manager under the Alamosa Sprint Agreements, Sprint PCS may later remove the Affiliates Affiliate as Managers Manager and take the action described above in clauses (ii) and (iii); provided, however, that if Sprint PCS acts as Interim Manager or appoints an Interim Manager for one Affiliate, then Sprint PCS must act as Interim Manager or appoint an Interim Manager for each of the other Affiliates. The Administrative Agent shall have no right to appoint an Interim Manager when an Event of Default is caused by a Management Agreement Breach or an Event of Termination (unless an Event of Default not created by a Management Agreement Breach or an Event of Termination is in existence), unless Sprint PCS elects not to act as Interim Manager or to appoint a Sprint Spectrum Designee with respect to the Affiliate that is subject to the Management Agreement Breach or Event of TerminationDesignee.
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Event of Default Created by a Management Agreement Breach. (a) Affiliate Remains as Manager or Interim Manager Appointed. Upon an Event of Default created by a Management Agreement Breach or an Event of Termination (so long as at such time an Event of Default not created by a Management Agreement Breach or an Event of Termination as to which Administrative Agent has given Sprint PCS notice is not in existence), Sprint PCS may by prior written notice to the Administrative Agent (i) allow each Affiliate to continue to act as the Manager under its respective Sprint Agreements if approved by the Administrative Agent, (ii) act as Interim Manager under all of the Alamosa Sprint Agreements (in the case of Sprint Spectrum) or appoint Sprint Spectrum as Interim Manager (in the case of SprintCom or Cox License), or (iii) appoint a Sprint Spectrum Designee to act as Interim Manager under all of the Alamosa Sprint Agreements as provided in paragraph (b) below. If Sprint PCS initially allows the Affiliates to continue to act as Managers under the Alamosa Sprint Agreements, Sprint PCS may later remove the Affiliates as Managers and take the action described above in clauses (ii) and (iii); provided, however, that if Sprint PCS acts as Interim Manager or appoints an Interim Manager for one Affiliate, then Sprint PCS must act as Interim Manager or appoint an Interim Manager for each of the other Affiliates. The Administrative Agent shall have no right to appoint an Interim Manager when an Event of Default is caused by a Management Agreement Breach or an Event of Termination (unless an Event of Default not created by a Management Agreement Breach or an Event of Termination is in existence), unless Sprint PCS elects not to act as Interim Manager or to appoint a Sprint Spectrum Designee with respect to the Affiliate that is subject to the Management Agreement Breach or Event of Termination.
(b) Sprint Spectrum or Sprint Spectrum Designee as Interim Manager. If Sprint Spectrum acts as Interim Manager or designates a Sprint Spectrum Designee to act as Interim Manager under the Alamosa Sprint Agreements, the Interim Manager shall serve as Interim Manager for up to six months from the Commencement Date, at the discretion of Sprint Spectrum. The Administrative Agent shall accept Sprint Spectrum and any Sprint Spectrum Designee that is then acting as an Other Manager (other than an Affiliate) to act as Interim Manager under the Alamosa Sprint Agreements. Any Sprint Spectrum Designee that is not then acting as an Other Manager must be acceptable to the Administrative Agent, which acceptance will not be unreasonably withheld. Upon the expiration of its initial six-month period as Interim Manager under the Alamosa Sprint Agreements, Sprint Spectrum or the Sprint Spectrum Designee will agree to serve as Interim Manager for the Extension Period until the Administrative Agent gives Sprint Spectrum or the Sprint Spectrum Designee at least 30 days' written notice of its desire to terminate the relationship. If Sprint Spectrum's or the Sprint Spectrum Designee's term as Interim Manager is extended, then the Administrative Agent agrees that Sprint Spectrum's or the Sprint Spectrum Designee's right to be reimbursed by any Affiliate promptly for all amounts previously expended by Sprint Spectrum or the Sprint Spectrum Designee under Section 11.6.3 of the Management Agreement of such Affiliate (which expenditures were incurred in accordance with Section 9 of this Consent and Agreement) shall no longer be subordinated to the Obligations as provided in Section 9 of this Consent and Agreement, and Sprint Spectrum's or the Sprint Spectrum Designee's right to be reimbursed by such Affiliate for any expenses it incurs pursuant to its rights under Section 11.6.3 of the Alamosa Management Agreements as provided in the Management Agreement (which expenditures were incurred in accordance with Section 9 of this Consent and Agreement) shall not be subject to subordination to the Obligations as provided in Section 9 of this Consent and Agreement; provided, that Sprint Spectrum's or the Sprint Spectrum Designee's right to be reimbursed for amounts expended under Section 11.6.3 of the Alamosa Management Agreements that in the aggregate exceed the Reimbursement Limit shall remain subordinated to the Obligations as provided in Section 9 of this Consent and Agreement. Borrower and each Affiliate and Guarantor agrees to promptly pay Sprint Spectrum or the Sprint Spectrum Designee any amount that Sprint Spectrum or the Sprint Spectrum Designee does not collect from the applicable Affiliate as permitted under the preceding sentence within 60 days after such amount is due from such Affiliate. Notwithstanding any other provision in this Section 5(b) to the contrary, Sprint Spectrum or the Sprint Spectrum Designee shall not be required to continue to serve as Interim Manager during the Extension Period at any time after 30 days following delivery by it to the Administrative Agent of written notice that Sprint Spectrum or the Sprint Spectrum Designee needs to expend amounts under Section 11.6.3 of any Management Agreement that Sprint Spectrum or the Sprint Spectrum Designee reasonably believes will not be reimbursed based on the projected Collected Revenues for the remainder of the Extension Period or reimbursed by the Lenders. If it becomes necessary for Sprint Spectrum or the Sprint Spectrum Designee to expend any amount that it believes will not be reimbursed or that exceeds the Reimbursement Limit, Sprint Spectrum or the Sprint Spectrum Designee is not required to incur such expense. Upon the termination or expiration of the term of Sprint Spectrum or the Sprint Spectrum Designee as Interim Manager and with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed), Sprint Spectrum shall have the right to appoint a successor Interim Manager in accordance with Section 5(a).
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