Further Approvals Required. (a) In connection with the exercise by the Collateral Agent of its rights hereunder that effects the disposition of or use of any Collateral, it may be necessary to obtain the prior consent or approval of Tribunals and other Persons to a transfer or assignment of Collateral. (b) The Debtor hereby agrees, during the continuance of an Event of Default, to execute, deliver, and file, and hereby appoints the Collateral Agent as its attorney-in-fact, during the continuance of an Event of Default, to execute, deliver, and file on the Debtor's behalf and in the Debtor's name, all applications, certificates, filings, instruments, and other documents (including without limitation any application for an assignment or transfer of control or ownership) that may be necessary, in the Collateral Agent's reasonably opinion, to obtain such consents, waivers, or approvals. Upon request by the Collateral Agent, the Debtor further agrees to use its reasonable best efforts to obtain the foregoing consents, waivers, and approvals. The Debtor acknowledges that there is no adequate remedy at law for failure by it to comply with the provisions of this Section 4.4 and that such failure would not be adequately compensable in damages, and therefore agrees that this Section 4.4 may be specifically enforced. This appointment as attorney-in-fact shall terminate upon the termination of this Agreement pursuant to Section 5.3 hereof.
Appears in 2 contracts
Samples: Credit Agreement (Pillowtex Corp), Term Credit Agreement (Pillowtex Corp)
Further Approvals Required. (a) In connection with the exercise by the Collateral Administrative Agent of its rights hereunder that effects the disposition of or use of any Collateral, it may be necessary to obtain the prior consent or approval of Tribunals and other Persons to a transfer or assignment of Collateral.
(b) The Debtor hereby agrees, during the continuance of an Event of Default, agrees to execute, deliver, and file, and hereby appoints the Collateral Administrative Agent as its attorney-in-fact, during the continuance of an Event of Default, fact to execute, deliver, and file on the Debtor's behalf and in the Debtor's name, all applications, certificates, filings, instruments, and other documents (including without limitation any application for an assignment or transfer of control or ownership) that may be necessaryreasonably necessary or appropriate, in the Collateral Administrative Agent's reasonably opinion, to obtain such consents, waivers, or approvals. Upon request by the Collateral of Administrative Agent, the Debtor further agrees to use its reasonable best efforts to obtain the foregoing consents, waivers, and approvals, including receipt of consents, waivers, and approvals under applicable agreements prior to a Default or Event of Default. The Debtor acknowledges that there is no adequate remedy at law for failure by it to comply with the provisions of this Section 4.4 4.04 and that such failure would not be adequately compensable in damages, and therefore agrees that this Section 4.4 4.04 may be specifically enforced. Secured Party shall not exercise any powers granted pursuant to this appointment as attorney-in-fact at any time that Debtor is fully performing its obligations hereunder. This appointment as attorney-in-fact shall terminate upon the termination of this Agreement pursuant to Section 5.3 5.03 hereof.
Appears in 1 contract
Samples: Security Agreement (Xircom Inc)
Further Approvals Required. (a) In connection with the exercise by the Collateral Agent of its rights hereunder that effects the disposition of or use of any Collateral, it may be necessary to obtain the prior consent or approval of Tribunals Governmental Authorities and other Persons to a transfer or assignment of Collateral.
(b) The Debtor . Each Grantor hereby agrees, during the continuance of an Event of Default, to execute, deliver, and file, and hereby appoints the Collateral Agent as its attorney-in-fact, during the continuance of an Event of Default, to execute, deliver, and file on the Debtor's such Grantor’s behalf and in the Debtor's such Grantor’s name, all applications, certificates, filings, instruments, and other documents (including without limitation any application for an assignment or transfer of control or ownership) that may be necessary, in the Collateral Agent's reasonably ’s reasonable opinion, to obtain such consents, waivers, or approvals. Upon request by the Collateral Agent, the Debtor each Grantor further agrees to use its reasonable best efforts to obtain the foregoing consents, waivers, and approvals. The Debtor Each Grantor acknowledges that there is no adequate remedy at law for failure by it to comply with the provisions of this Section 4.4 and that such failure would not be adequately compensable in damages, and therefore agrees that this Section 4.4 may be specifically enforced. This appointment as attorney-in-fact shall terminate upon the termination of this Agreement pursuant to Section 5.3 hereof.
Appears in 1 contract
Further Approvals Required. (a) In connection with the exercise by the Collateral Administrative Agent of its rights hereunder that effects the disposition of or use of any Collateral, it may be necessary to obtain the prior consent or approval of Tribunals Governmental Authorities and other Persons to a transfer or assignment of Collateral.
(b) The Debtor Grantor hereby agrees, during the continuance of an Event of Default, to execute, deliver, and file, and hereby appoints the Collateral Administrative Agent as its attorney-in-fact, during the continuance of an Event of Default, to execute, deliver, and file on the Debtor's Grantor’s behalf and in the Debtor's Grantor’s name, all applications, certificates, filings, instruments, and other documents (including without limitation any application for an assignment or transfer of control or ownership) that may be necessary, in the Collateral Administrative Agent's reasonably ’s reasonable opinion, to obtain such consents, waivers, or approvals. Upon request by the Collateral Administrative Agent, the Debtor Grantor further agrees to use its reasonable best efforts to obtain the foregoing consents, waivers, and approvals. The Debtor Grantor acknowledges that there is no adequate remedy at law for failure by it to comply with the provisions of this Section 4.4 and that such failure would not be adequately compensable in damages, and therefore agrees that this Section 4.4 may be specifically enforced. This appointment as attorney-in-fact shall terminate upon the termination of this Agreement pursuant to Section 5.3 hereof.
Appears in 1 contract
Samples: Pledge Agreement (Unit Corp)
Further Approvals Required. (a) In connection with the exercise by the Collateral Agent of its rights hereunder that effects the disposition of or use of any Collateral, it may be necessary to obtain the prior consent or approval of Tribunals Governmental Authorities and other Persons to a transfer or assignment of Collateral.
(b) The Debtor Each Grantor hereby agrees, during the continuance of an Event of Default, to execute, deliver, and file, and hereby appoints the Collateral Agent as its attorney-in-fact, during the continuance of an Event of Default, to execute, deliver, and file on the Debtorsuch Grantor's behalf and in the Debtorsuch Grantor's name, all applications, certificates, filings, instruments, and other documents (including without limitation any application for an assignment or transfer of control or ownership) that may be necessary, in the Collateral Agent's reasonably reasonable opinion, to obtain such consents, waivers, or approvals. Upon request by the Collateral Agent, the Debtor each Grantor further agrees to use its reasonable best efforts to obtain the foregoing consents, waivers, and approvals. The Debtor Each Grantor acknowledges that there is no adequate remedy at law for failure by it to comply with the provisions of this Section 4.4 and that such failure would not be adequately compensable in damages, and therefore agrees that this Section 4.4 may be specifically enforced. This appointment as attorney-in-fact shall terminate upon the termination of this Agreement pursuant to Section 5.3 hereof.
Appears in 1 contract
Further Approvals Required. (a) In connection with the exercise by the Collateral Administrative Agent of its rights hereunder that effects the disposition of or use of any Collateral, it may be necessary to obtain the prior consent or approval of Tribunals and other Persons to a transfer or assignment of Collateral.
(b) The Debtor hereby agrees, during the continuance of an Event of Default, to execute, deliver, and file, and hereby appoints the Collateral Administrative Agent as its attorney-in-fact, during the continuance of an Event of Default, to execute, deliver, and file on the Debtor's behalf and in the Debtor's name, all applications, certificates, filings, instruments, and other documents (including without limitation any application for an assignment or transfer of control or ownership) that may be necessarynecessary or appropriate, in the Collateral Administrative Agent's reasonably opinion, to obtain such consents, waivers, or approvals. Upon request by the Collateral Agent, the Debtor further agrees to use its reasonable best efforts to obtain the foregoing consents, waivers, and approvals, including receipt of consents, waivers, and approvals under applicable agreements prior to a Default or Event of Default. The Debtor acknowledges that there is no adequate remedy at law for failure by it to comply with the provisions of this Section 4.4 4.04 and that such failure would not be adequately compensable in damages, and therefore agrees that this Section 4.4 4.04 may be specifically enforced. This appointment as attorney-in-fact shall terminate upon the termination of this Agreement pursuant to Section 5.3 hereof.
Appears in 1 contract
Samples: Security Agreement (Kevco Inc)