Common use of Grantor’s Obligations Upon an Event of Default Clause in Contracts

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after the occurrence and during the continuance of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, in accordance with applicable provincial securities laws, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 2 contracts

Samples: Pledge and Security Agreement, Pledge and Security Agreement (Postmedia Network Canada Corp.)

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Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, Administrative Agent after the occurrence and during the continuance continuation of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may reasonably request, all in form and substance reasonably satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may reasonably specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Griffon Corp)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, Agent after the occurrence and during the continuance continuation of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may reasonably request, all in form and substance reasonably satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may reasonably specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Griffon Corp)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after the occurrence and during the continuance of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, in accordance with applicable provincial securities laws, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent Trustee or the Collateral Agent may specify;; and (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Postmedia Network Canada Corp.)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after the occurrence and Administrative Agent during the continuance of an Event of Defaultany Enforcement Period, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify;; and (d) take, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Term Credit Agreement (Ascena Retail Group, Inc.)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, Agent after the occurrence and during the continuance of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s 's premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s 's representatives and agents, to enter, occupy and use any premises (subject to the rights of bailees and landlords with respect to such premises) where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) to the extent commercially reasonable, prepare and file, or cause an issuer of any Equity Interests that constitute Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the such Pledged Collateral as the Collateral Agent may reasonably request, all in form and substance reasonably satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may reasonably specify; (d) to the extent commercially reasonable, take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each LenderSecured Party, at any time, and from time to time, promptly upon the Collateral Agent’s 's request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Geokinetics Inc)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after the occurrence and during the continuance of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, in accordance with applicable provincial securities laws, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify;; and (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Postmedia Network Canada Corp.)

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Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, subject to the terms of the Closing Date Intercreditor Agreements, after the occurrence and during the continuance of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent Agent, the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may reasonably request, all in form and substance reasonably satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts. Notwithstanding any provision herein to the contrary, prior to the discharge of First Priority Obligations (as defined in the Silverview Intercreditor Agreement) representations, covenants and other requirements in this Pledge and Security Agreement relating to the endorsement, assignment or delivery of Pledged Collateral, or relating to actions to vest control thereof in, to the Agent, shall be deemed satisfied by the endorsement, assignment or delivery of such Pledged Collateral to the First Priority Representative (as defined in the Silverview Intercreditor Agreement), which shall be deemed an endorsement, assignment or delivery to, or the taking of such actions to vest control in, the Agent for all purposes hereunder.

Appears in 1 contract

Samples: Security Agreement (Pinstripes Holdings, Inc.)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after the occurrence and Administrative Agent during the continuance of an Event of Defaultany Enforcement Period, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify; (d) take, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Administrative Agent and each Lenderother Lender Party, at any time, and from time to time, promptly upon the Collateral Administrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Credit Agreement (Ascena Retail Group, Inc.)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after the occurrence and during the continuance of an Event of Default, each Grantor will: (a) assemble and make available to the Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the Collateral Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Agent, by the Collateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, in accordance with applicable provincial securities laws, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Agent may request, all in form and substance satisfactory to the Collateral Agent, and furnish to the Collateral Agent, or cause an issuer of Pledged Collateral to furnish to the Collateral Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify;; and (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Pledge and Security Agreement (Postmedia Network Canada Corp.)

Grantor’s Obligations Upon an Event of Default. Upon the request of the Collateral Agent, after Administrative Agent during any Enforcement Period and subject to the occurrence and during the continuance of an Event of DefaultOrder, each Grantor will: (a) assemble and make available to the Collateral Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the Collateral Administrative Agent, whether at a Grantor’s premises or elsewhere; (b) permit the Collateral Administrative Agent, by the Collateral Administrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to prepare and file, in accordance with the Securities and Exchange Commission or any other applicable provincial securities lawsgovernment agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Collateral Administrative Agent may request, all in form and substance satisfactory to the Collateral Administrative Agent, and furnish to the Collateral Administrative Agent, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to furnish to the Collateral Administrative Agent, any information regarding the Pledged Collateral in such detail as the Administrative Agent or the Collateral Agent may specify;; and (d) take, or use commercially reasonable efforts to cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Collateral Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Collateral Agent and each Lender, at any time, and from time to time, promptly upon the Collateral Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.

Appears in 1 contract

Samples: Term Credit Agreement (Ascena Retail Group, Inc.)

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