Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 8 contracts
Samples: Loan and Security Agreement (LDM Technologies Inc), Loan and Security Agreement (United States Leather Inc /Wi/), Loan and Security Agreement (LDM Technologies Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 7 contracts
Samples: Loan Agreement (Nicholas Financial Inc), Loan Agreement (Nicholas Financial Inc), Loan Agreement (Nicholas Financial Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and the Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.20 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.20 shall survive the termination of this Agreement.
Appears in 7 contracts
Samples: Credit Agreement, Credit Agreement (Star Gas Partners Lp), Credit Agreement (Star Gas Partners Lp)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, WFCF or any Lender Affiliate of WFCF is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and Lenders, and each Borrower hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.11 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.11 shall survive the termination of this Agreement.
Appears in 5 contracts
Samples: Loan and Security Agreement (Century Aluminum Co), Loan and Security Agreement (Century Aluminum Co), Loan and Security Agreement (Century Aluminum Co)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.8 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.8 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (Westlake Chemical Corp), Credit Agreement (Westlake Chemical Corp), Credit Agreement (Westlake Chemical Corp)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.8 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.8 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (Omnova Solutions Inc), Credit Agreement (Omnova Solutions Inc), Credit Agreement (Omnova Solutions Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and the Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.21 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.21 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (Star Group, L.P.), Credit Agreement (Star Group, L.P.), Credit Agreement (Star Group, L.P.)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (Unifi Inc), Credit Agreement (Unifi Inc), Credit Agreement (MWI Veterinary Supply, Inc.)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Person and the Borrower shall be liable to pay to the AgentLender, and hereby does indemnify the Agent and the Lenders Lender and hold the Agent and the Lenders Lender harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 SECTION 3.5 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the AgentLender's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 SECTION 3.5 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Credit Agreement (Divine Inc), Credit Agreement (Open Market Inc), Credit Agreement (Divine Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.6 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Term Loan Agreement (Advanced Micro Devices Inc), Loan and Security Agreement (Advanced Micro Devices Inc), Term Loan Agreement (Spansion Inc.)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.6 shall survive the termination of this Agreement.
Appears in 4 contracts
Samples: Loan and Security Agreement (Weirton Steel Corp), Loan and Security Agreement (Fruit of the Loom LTD), Loan and Security Agreement (Consolidated Freightways Corp)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Administrative Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Administrative Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAdministrative Agent and the Lenders, and each Borrower hereby does indemnify indemnifies the Administrative Agent and the Lenders and hold holds the Administrative Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.21 shall be and remain effective notwithstanding any contrary action which may have been taken by the Administrative Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Administrative Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.21 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Joe's Jeans Inc.), Revolving Credit Agreement (Joe's Jeans Inc.), Term Loan Credit Agreement (Joe's Jeans Inc.)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.6 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: And Guaranty Agreement (General Growth Properties Inc), Security and Guaranty Agreement (Pershing Square Capital Management, L.P.), And Guaranty Agreement (General Growth Properties Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the an Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the such Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to such Agent and the AgentLenders, and each Borrower hereby does indemnify the indemnifies each Agent and the Lenders and hold holds the Agent Agents and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the an Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's Agents’ and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.7 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: Loan and Security Agreement (EveryWare Global, Inc.), Loan and Security Agreement (FLAG INTERMEDIATE HOLDINGS Corp), Loan and Security Agreement (Metals Usa Holdings Corp.)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank, or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Brown Shoe Co Inc/), Credit Agreement (Egl Inc), Credit Agreement (Imperial Sugar Co /New/)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or Agent, such Lender, the Bank or any Affiliate of the Bank and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender Lender, the Bank or any Affiliate of the Bank in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Fleetwood Enterprises Inc/De/), Credit Agreement (Fleetwood Enterprises Inc/De/), Credit Agreement (Fleetwood Enterprises Inc/De/)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the AgentLender, and hereby does indemnify the Agent and the Lenders Lender and hold the Agent and the Lenders Lender harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' Lender’s rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.7 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: Loan and Security Agreement (Genius Brands International, Inc.), Loan and Security Agreement (Genius Brands International, Inc.), Loan and Security Agreement (Film Department Holdings, Inc.)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this Agreement.
Appears in 3 contracts
Samples: Credit Agreement (Salton Inc), Credit Agreement (Salton Inc), Credit Agreement (Salton Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Loan and Security Agreement (Sweetheart Holdings Inc \De\), Loan and Security Agreement (Sweetheart Holdings Inc \De\)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the applicable Borrower shall be liable to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 SECTION 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 SECTION 4.6 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Loan and Security Agreement (Hills Stores Co /De/), Loan and Security Agreement (Hills Stores Co /De/)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 SECTION 4.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 SECTION 4.7 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Loan and Security Agreement (Metals Usa Inc), Loan and Security Agreement (Metals Usa Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the ObligationsLoans, the Administrative Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations Loans or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Administrative Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAdministrative Agent and the Lenders, and hereby does indemnify the Administrative Agent and the Lenders and hold holds the Administrative Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.15 shall be and remain effective notwithstanding any contrary action which may have been taken by the Administrative Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Administrative Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.15 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Microcell Telecommunications Inc), Credit Agreement (Microcell Telecommunications Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the any Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the such Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgents and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent Agents and the Lenders and hold holds the Agent Agents and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.18 shall be and remain effective notwithstanding any contrary action which may have been taken by the any Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's Agents’ and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.18 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (K2 Inc), Credit Agreement (K2 Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Spansion Inc.), Credit Agreement (Advanced Micro Devices Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (PSS World Medical Inc), Credit Agreement (PSS World Medical Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.6 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds that is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender Credit Provider is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Credit Provider and the Borrower Borrowers shall be liable to pay to the AgentAdministrative Agent for the benefit of the Credit Providers, and each Borrower hereby does indemnify indemnifies the Agent Credit Providers and holds the Lenders and hold the Agent and the Lenders Credit Providers harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.7 shall be and remain effective notwithstanding any release of Collateral or guarantors, cancellation or return of Loan Documents, or other contrary action which that may have been taken by the Agent or any Lender Credit Provider in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' Credit Providers’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.7 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Mercury Air Group Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Owens Corning)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.7 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Roadmaster Industries Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Unova Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.20 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.20 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Action Performance Companies Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender Lender, the Bank or any Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Laclede Steel Co /De/)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.20 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.20 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, Bank or any Lender Affiliate of Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and Lenders, and each Borrower hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.11 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.11 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.4 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.4 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds that is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which that may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Weston Roy F Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section SECTION 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section SECTION 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Riddell Sports Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section SECTION 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section SECTION 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Fruit of the Loom LTD)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this AgreementAgreement and the payment of the Obligations.
Appears in 1 contract
Samples: Reimbursement and Senior Secured Credit Agreement (Salton Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section SECTION 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section SECTION 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the an Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the such Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to such Agent and the AgentLenders, and each Borrower hereby does indemnify the indemnifies each Agent and the Lenders and hold holds the Agent Agents and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the an Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's Agents’ and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.7 shall survive the termination of this Agreement.. Loan And Security Agreement — Page 68
Appears in 1 contract
Samples: Loan and Security Agreement (Metals USA Plates & Shapes Southcentral, Inc.)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the ObligationsLoans, the Administrative Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations Loans or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Administrative Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAdministrative Agent and the Lenders, and hereby does indemnify the Administrative Agent and the Lenders and hold holds the Administrative Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.16 shall be and remain effective notwithstanding any contrary action which may have been taken by the Administrative Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Administrative Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.16 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Exit Facility Agreement (Microcell Telecommunications Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the any Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the such Agent or such Lender, Lender and the Borrower shall be liable to pay to the Agentsuch Agent or such Lender, and the Borrower hereby does indemnify the indemnifies such Agent or such Lender and the Lenders and hold the holds such Agent and the Lenders or such Lender harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.15 shall be and remain effective notwithstanding any contrary action which may have been taken by the any Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's Agents’ and the Lenders' ’ rights under this Agreement and the other Loan Documents and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.15 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Term Loan and Guaranty Agreement (Kaiser Aluminum Corp)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such 57 59 payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Southern Energy Homes Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section SECTION 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section SECTION 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.18 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.18 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (K2 Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the any Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the such Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgents and the Lenders, and the Borrower hereby does indemnify indemnifies the Agent Agents and the Lenders and hold holds the Agent Agents and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.20 shall be and remain effective notwithstanding any contrary action which may have been taken by the any Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's Agents’ and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.20 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.4 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.4 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan Agreement (Unitrin Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Company shall be liable to pay to the AgentAgent and the Lenders, and each Company hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.20 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.20 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.8 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.8 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Levi Strauss & Co)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.22 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.22 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.6 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds --------------------------------- which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any ----------- contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.. -----------
Appears in 1 contract
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 SECTION 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 SECTION 4.6 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Waxman Industries Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.8 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.8 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.. 4.10
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.8 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.8 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Unifi Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.21 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.21 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Kaiser Aluminum & Chemical Corp)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent Agent, any Lender, the Bank or any Lender Affiliate of the Bank is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Maxxam Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 1.21 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 1.21 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Packaged Ice Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoffset-off, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.7 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Trump Atlantic City Funding Ii Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and the Borrower hereby does indemnify indemnifies the Agent and the Lenders and hold holds the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.20 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.20 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Loan Parties shall be liable to pay to the AgentAgent and the Lenders, and each Loan Party hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Parker Drilling Co /De/)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Nicholas Financial Inc)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the any Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the such Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgents and the Lenders, and each Borrower hereby does indemnify indemnifies the Agent Agents and the Lenders and hold holds the Agent Agents and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 2.21 shall be and remain effective notwithstanding any contrary action which may have been taken by the any Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's Agents' and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 2.21 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Pledge and Security Agreement (Dura Automotive Systems Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.6 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.6 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Laclede Steel Co /De/)
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower Borrowers shall be liable to pay to the AgentAgent and the Lenders, and each Borrower hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.7 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.7 shall survive the termination of this AgreementAgreement and the payment of the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Salton Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.12 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.12 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Centrum Industries Inc)
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the each Borrower shall be liable to pay to the Agent, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.6 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, If after receipt of any payment of, or proceeds which is applied to the payment of, of all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue continued and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, Lender and the Borrower shall be liable to pay to the AgentAgent and the Lenders, and hereby does indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, for the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 3.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 3.9 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the Borrower Borrowers shall be liable liable, jointly and severally, to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 4.6 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's and the Lenders' rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 4.6 shall survive the termination of this Agreement.
Appears in 1 contract
Indemnity for Returned Payments. If, after receipt of any payment of, or proceeds applied to the payment of, all or any part of the Obligations, the Agent or any Lender is for any reason compelled to surrender such payment or proceeds to any Person, Person because such payment or application of proceeds is invalidated, declared fraudulent, set aside, determined to be void or voidable as a preference, impermissible setoff, or a diversion of trust funds, or for any other reason, then the Obligations or part thereof intended to be satisfied shall be revived and continue and this Agreement shall continue in full force as if such payment or proceeds had not been received by the Agent or such Lender, and the applicable Borrower or Borrowers shall be liable to pay to the Agent, and hereby does do indemnify the Agent and the Lenders and hold the Agent and the Lenders harmless for, the amount of such payment or proceeds surrendered. The provisions of this Section 4.9 shall be and remain effective notwithstanding any contrary action which may have been taken by the Agent or any Lender in reliance upon such payment or application of proceeds, and any such contrary action so taken shall be without prejudice to the Agent's ’s and the Lenders' ’ rights under this Agreement and shall be deemed to have been conditioned upon such payment or application of proceeds having become final and irrevocable. The provisions of this Section 4.9 shall survive the termination of this Agreement.
Appears in 1 contract
Samples: Loan and Security Agreement (Manhattan Bagel Co Inc)
