Common use of Information: miscellaneous Clause in Contracts

Information: miscellaneous. The Owner must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it.

Appears in 6 contracts

Samples: Credit Facility Agreement (Ocean Rig UDW Inc.), Credit Facility Agreement (DryShips Inc.), Credit Facility Agreement (DryShips Inc.)

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Information: miscellaneous. The Owner must supply Company shall deliver to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):each Purchaser: (a) copies of all documents despatched delivered by it the Company to its creditors (other than trade creditorsi) generally shareholders (or any class of them at the same time as they are despatchedthem) or (ii) its creditors generally, in each case, within ten (10) days of such documents being delivered; (b) copies of all reports provided documents delivered by the Company to the Owner by agent or lenders under the Manager pursuant to the Management AgreementProject Financing Facility within ten (10) days of such documents being delivered, in each casecase excluding documents in respect of administrative matters but including any operating, within five (5) Business Days of receipt of such report by the Owner and ifengineering, in the opinion of the Facility Agent (acting reasonably)financial, any additional technical report is necessaryinsurance, the Owner will procure such reportaccounting or other reports; (c) as soon as reasonably practicable on promptly upon becoming aware of themthereof, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to against the best Company or any of its knowledge Subsidiaries, and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andwhich might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (d) annually, within twenty (20) Business Days of the annual renewal date of the insurance policies maintained in connection with the Xxxxxxxx Project, a memorandum prepared by the Company summarizing the then-outstanding insurance coverage with respect to the Xxxxxxxx Project together with a certificate or certificates of insurance prepared by a Responsible Officer and/or the relevant insurance carriers, as the case may be, and in form and substance satisfactory to the holders confirming that: (i) all such insurance coverage is in full force and effect and all premiums payable in connection therewith have been paid; (ii) in the opinion of the Responsible Officer, such insurance is sufficient for the purposes of the Xxxxxxxx Project and complies with the provisions of Section 15.11; (iii) following the Springing Lien Trigger Date, the Collateral Agent is named as an additional insured under all policies of insurance and loss payee under all policies of insurance except third-party liability insurance; and (iv) the insurers under such insurance policies have agreed in writing not to amend or terminate such policies without at least twenty (20) Business Days prior written notice thereof to the Collateral Agent and have entered into such agreements as are required pursuant to Section 15.11. (e) as promptly on becoming aware as practicable after the occurrence of themthe relevant event, details as to any: (i) material disputes with such of its insurance carriers as are providing insurance coverage with respect to the Xxxxxxxx Project; (ii) failure to pay any insurance premium as and when required that might result in the cancellation of any damage insurance policy implemented in connection with, or relating to, the Xxxxxxxx Project; (iii) material reduction in the amount of, or any other material change in, insurance coverage maintained in connection with the Xxxxxxxx Project; (iv) occurrence of any actual or reasonably expected liability or loss in an aggregate amount in excess of $500,000 which is covered by the terms of any policy of insurance maintained in connection with the Xxxxxxxx Project; and (v) notices received from any insurance carriers with respect to the cancellation of or destruction proposed cancellation of any policy of insurance maintained in connection with the Xxxxxxxx Project (and, in the case of the Vessel or any breakdown notification of any part such details, stating the reasons therefor, together with any other information concerning the insurance coverage required to be maintained pursuant to this Agreement as the Collateral Agent shall have reasonably requested); (f) promptly upon the effectiveness or occurrence thereof, as the case may be, copies of any instrument, correspondence or other item of documentation implementing, amending, supplementing or otherwise modifying the material provisions of the Vesseldefinitive documentation for the Project Finance Facility or other material Indebtedness; (g) without limiting any other provision of this Section 14.3, where as soon as possible (and in any event within three (3) Business Days) after any Obligor knows or has reason to know of any event or circumstance which has a reasonable likelihood of having a Material Adverse Effect with respect to such Obligor, notice of such event or circumstance and describing the cost same in reasonable detail; (h) promptly following execution thereof, copies of repair or reinstatement is likely all Project Documents; (i) not later than March 1st in each fiscal year, an annual operating and cash flow budget for the Xxxxxxxx Project for the next succeeding fiscal year (showing expense and revenue, cash flows and capital expenditures on a monthly basis), in form and substance satisfactory to exceed US$10,000,000 or where the cumulative cost holders and (ii) not later than the 20th day of repair or reinstatement of damage to or destruction each month, a variance report against the corresponding (1) month and (2) the elapsed portion of the Vessel during fiscal year, in each case, as set forth in the previous six months is likely applicable annual report delivered pursuant to exceed US$10,000,000clause (i) hereof; (j) promptly on following any Obligor becoming aware of themthe occurrence thereof, details notice of any proposal for an amendment event or waiver circumstance which entitles, or might reasonably be expected to entitle, any Person to cancel, suspend or terminate any Approval of the nature referred to in Section 15.3; (k) promptly following the occurrence thereof and without limiting the provisions of Section 15.8, notice of any event or circumstance which constitutes, or might reasonably be expected to constitute, a Related Contract other than amendments material environmental spill or waivers accident at the Xxxxxxxx Project; (l) promptly upon the implementation thereof, copies of an administrative or non-material natureall documentation relating to each Hedging Agreement entered into by any Obligor; and (km) upon request by promptly as becomes available, such further information regarding the Facility Agentfinancial condition, copies business, assets and operations of all Transaction Authorisations (if any) obtained by itany Obligor as any holder may reasonably request.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Prospect Global Resources Inc.), Securities Purchase Agreement (Prospect Global Resources Inc.), Securities Purchase Agreement (Prospect Global Resources Inc.)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies promptly, such specific financial or other information regarding the financial condition and operations or other information of all documents despatched by it the Obligors or the Vessel (hereunder but not limited to its creditors technical data) as the Agent (other than trade creditors) generally or any class of them at Lender through the same time as they are despatchedAgent) may reasonably request; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, relevant details of any material litigation, arbitration or administrative proceedings which are current, pending current or, to the best of its knowledge and beliefknowledge, threatened or pending against it the Obligors and whichwhich might, in each caseif adversely determined, would be reasonably expected to have a Material Adverse Effect (in on the opinion ability of the Facility Agent acting on Obligors to perform their respective obligations under this Agreement or the instructions Transaction Documents (as the case may be), and further details of any such matters previously disclosed to the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andAgent, if in hard copythe likelihood of an adverse determination has increased, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent or any Lender acting through the Agent may reasonably request; (c) all documents dispatched by it to all of its shareholders or creditors containing information relevant to any of the Transaction Documents, at the same time as they are dispatched; (d) all information needed by the Lenders in order to comply with money laundering provisions and KYC requirements. (e) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any event inquiry, claim, action, suit, proceeding or circumstance which is a Force Majeure Event;investigation pursuant to Sanctions Laws by any Sanctions Authority against it, any of its direct or indirect owners, Subsidiaries, any of their joint ventures or any of their respective directors, officers, employees, agents or representatives, as well as information on what steps are being taken with regards to answer or oppose such, and (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware that it, any of the sameits direct or indirect owners, notification Subsidiaries, any of their joint ventures or any strikes or industrial action taken or proposed to be taken by the Manager or its of their respective directors, officers, employees, subcontractors agents or personnel from time to time which representatives has become or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of become a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itRestricted Party.

Appears in 2 contracts

Samples: Second Supplemental Agreement, Second Supplemental Agreement (KNOT Offshore Partners LP)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched, copies of all documents dispatched by the Borrower due to a requirement of mandatory law to its shareholders generally (or any class of them) or dispatched by the Borrower or any Obligors to its creditors generally (or any class of them) other than in the ordinary course of business; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings or Environmental Claim which are current, threatened or pending oragainst any Group Member, to the best of its knowledge and beliefif adversely determined, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as are reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (ic) promptly on upon becoming aware of them, the details of any damage labour disputes which are current, threatened or pending against any Group Member and which have or are reasonably likely to have a Material Adverse Effect. (d) promptly upon becoming aware of the relevant default, the details of any material breach or non-compliance with the material terms of the Merger Documents, the VIE Contracts, the Shareholders Documents, the Management Vesting Agreements, the Vendor Note Documents or any of the Reports; (e) details of any Change of Control, Flotation, Disposal, insurance claim or Recovery Claim which will require a prepayment under Clause 8.1 (Exit and Flotation) or Clause 8.2 (Disposal, Insurance and Recovery Proceeds and Excess Cashflow); (f) promptly upon becoming aware of the relevant amendment, waiver, consent, default, breach, non-compliance, the details of any actual material amendment to or destruction material waiver or material consent under, any material default under or any material breach of or non-compliance with the terms of any Merger Document, any VIE Contract, any Shareholders Document, any Management Vesting Agreement, any Parent Loan Document and any Vendor Note Document by any party thereto (including any material breach of warranty thereunder); (g) promptly, a notification if the Merger is withdrawn or abandoned; (h) promptly, such information as the Security Agent may reasonably require about the Charged Property and compliance of the Vessel or any breakdown Obligors and the Parent with the terms of any part of Transaction Security Documents; (i) promptly upon request by the VesselAgent, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000an updated Group Structure Chart; (j) promptly on becoming aware promptly, any material notification from XXXX, SCAB, SMACRF&T or Governmental Authority concerning the legality, validity, enforceability, renewal or effectiveness of themthe ICP Licence, MOC Licence, internet publishing licence or other similar Authorisation (including any potential variation or compromise thereof and/or relating to the VIE Restructuring); (k) (without limiting any of the obligations under Clause 21.9 (Notification of Default)) details of any proposal for an amendment violation of any Sanctions, as soon as reasonably practicable following such notification of violation provided that the Borrower (or waiver of relevant Group Member) shall be permitted, prior to notification, to first notify the relevant body, agency, regulatory authority or equivalent organisation (each, a Related Contract other than amendments “Regulator”) which regulates such relevant Sanctions (such notification to be made promptly, taking into account any disclosure obligations under applicable law or waivers of an administrative regulation). To the extent that such Regulator imposes confidentiality restrictions, the Borrower (or non-material naturethe relevant Group Member) shall not be required to notify the Lenders to the extent it would contravene such confidentiality restrictions, provided that the Borrower (or the relevant Group Member) shall use reasonable endeavours to remove such restrictions; and (kl) upon request promptly on request, such further information regarding the financial condition, assets and operations of the Group and/or any Group Member (including any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Obligor under this Agreement, any changes to management of the Facility Agent, copies Group and sufficient information to determine whether a Change of all Transaction Authorisations (if any) obtained by itControl has occurred as any Finance Party through the Agent may reasonably request.

Appears in 2 contracts

Samples: Facility Agreement (Baring Asia Private Equity Fund v Co-Investment L.P.), Facility Agreement (Giant Interactive Group Inc.)

Information: miscellaneous. The Owner must Guarantor shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all each Bank, to the extent that Bank has not already received such information or documents in accordance with the provisions of another agreement, if the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableAgent so requests): (a) copies of all documents despatched dispatched by it the Guarantor to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies promptly after filing with the relevant Insurance Regulatory Authority and in any event within 150 days after the end of all reports provided each financial year, a copy of the Borrower’s “Statement of Actuarial Opinion” as to the Owner adequacy of the Borrower’s loss reserves as of such financial year end in the format prescribed by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion applicable insurance laws of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportBorrower’s jurisdiction of domicile; (c) as soon as reasonably practicable no later than five Business Days after the sending, filing or receipt thereof, all documents in respect of (i) all reports on Form 10-Q or Form 10-K (or their successor forms) or registration statements and prospectuses (other than on Form S-8 or its successor form) that the Guarantor or the Borrower shall render to or file with the Securities and Exchange Commission, the National Association of Securities Dealers, Inc. or to any national securities exchange, (ii) all reports on Form A (or any successor form) that the Borrower shall file with any Insurance Regulatory Authority, (iii) all material reports on examination or similar material reports, financial examination reports or market conduct examination reports by any Insurance Regulatory Authority or other Governmental Authority with respect to the Borrower’s insurance business and (iv) all material filings made under applicable state insurance holding company acts by the Guarantor or the Borrower, including filings seeking approval of transactions with Affiliates, thereof; (d) promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any Obligor, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andwhich could, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (ke) upon request by promptly, such further information regarding the Facility financial condition, business and operations of any member of the Group as any Finance Party (through the Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 2 contracts

Samples: Facility Agreement (Platinum Underwriters Holdings LTD), Facility Agreement (Platinum Underwriters Holdings LTD)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched (for avoidance of doubt, excluding those creditors of its accounts payable generated in the ordinary course of trading) dispatched by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatched; (b) copies promptly notify of all reports provided any existing and future shareholder loans or inter-company loans to the Owner Borrower or the Guarantor accompanied by the Manager pursuant shareholder loan agreements or inter-company loan agreements (if any), including but not limited to the Management GDS Suzhou Inter-company Loan Agreement, provided that such shareholder loans or inter-company loans are made in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportaccordance with this Agreement; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGroup, such further information, in electronic form by email attachments or hard copy (andand which might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (id) promptly on becoming aware promptly, such information as the Security Agent may reasonably require about the assets subject to the Transaction Security and compliance of them, details the Obligor Parties with the terms of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Transaction Security Documents; (je) promptly on becoming aware of thempromptly, details such further information regarding the financial condition, business and operations of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and Obligor Party as any Finance Party (k) upon request by through the Facility Agent) may reasonably request; (f) promptly upon occurrence of a Flotation, copies subject to any applicable laws and regulations, such information regarding the Flotation; (g) promptly, such further information relating to the construction progress of all Transaction Authorisations Project SZ2 and Project SZ3 as any Finance Party (if anythrough the Facility Agent) obtained may reasonably request, to the extent not provided in Clause 21.6(b) (Quarterly Reports); (h) promptly, notice of any change in authorised signatories of any Obligor Party in relation to the relevant Finance Documents accompanied by ita new director resolution or shareholder resolution (as applicable).

Appears in 2 contracts

Samples: Term Loan Facility Agreement (GDS Holdings LTD), Term Loan Facility Agreement (GDS Holdings LTD)

Information: miscellaneous. The Owner must supply to Borrower shall provide the Facility Agent, Credit Manager (in electronic form by email attachments or hard copy (andthe number sufficient for all Creditors, if requested by the Credit Manager): 16.5.1 Immediately, but in hard copyany case within three Business Days after it becomes aware, — with the information on any court, arbitration, or administrative proceedings that are conducted, pending, or may be initiated against the Debtor and which may result in sufficient copies for all liability exceeding 20,000,000 Russian rubles or its Equivalent as at the calculation date; 16.5.2 Immediately, but in any case within five Business Days after occurrence of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):relevant circumstance: (aA) copies With the information on any changes in the Debtor’s members (shareholders) owning (together with the Affiliates) 10% and more per cent of all documents despatched by it to its creditors (other than trade creditors) generally the participatory interests in the Debtor’s authorized capital or any class of them at in beneficial owners that may control actions of, or give binding instructions to, the same time as they are despatchedDebtor; (bB) copies With the information on any change of all reports provided the Borrower’s legal form; and (C) With the information on changes in the structure of the Debtor’s governing bodies or in the list of persons included in such bodies (including a change of the sole governing body and transfer of its functions to the Owner by the Manager pursuant to the Management Agreementa managing company); 16.5.3 Immediately, but in each case, any case within five (5) ten Business Days after receiving the relevant claim from the Credit Manager: (A) With the information and documents on the Debtor’s financial standing, property, and transactions (including explanations of receipt of such report by the Owner and if, any item in the opinion financial statements, budgets, or any other documents provided in accordance with the Finance Documents), upon the request of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportCredit Manager; (cB) as soon as With the certificate showing the calculation of dividends and other payments, to which Article 18.12 (Payments to the Shareholders) applies, and confirmation of compliance with the restrictions set forth by the said Article; 16.5.4 Immediately, but in any case within ten Business Days after receiving the relevant claim from the Pledge Manager, with such information that the Pledge Manager may reasonably practicable request on becoming aware the property pledged under the Security Agreements and on the fulfilment of them, details the conditions of any litigationSecurity Agreement; and 16.5.5 Within ten Business Days after it becomes aware, arbitration or administrative proceedings which are current, pending or, with the information on any circumstances relating to the best of its knowledge and beliefDebtors, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent which may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it.

Appears in 2 contracts

Samples: Syndicated Credit Agreement (Cian PLC), Syndicated Credit Agreement (Solaredge Holdings LTD)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched, copies of all documents dispatched by an Obligor or the Guarantor to its creditors generally (or any class of them) (if any); (b) at the same time as they are dispatched, copies of all reports provided documents dispatched by the Borrower to Holdco as its shareholder relating to or in connection with any Adverse Corporate Decision or which might be prejudicial to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days interest of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportFinance Party; (c) as soon as reasonably practicable on and in any event no later than three (3) Business Days following the date of receipt, copies of all documents received by any Obligor in respect of any changes or variations to the Deposit Agreement or any related document to the Collateral SDRs; (d) subject to Clause 19.19 (Provision of Material Non-Public Information), all documents required by law or, to the extent applicable, the rules of the relevant stock exchange to be dispatched by any Obligor to its shareholders (or any class of them) or its creditors generally at the same time as they are dispatched; (e) promptly upon becoming aware of them, the details of any litigation, arbitration or administrative administrative, governmental or regulatory proceedings which are current, threatened or pending oragainst any Obligor or the Guarantor, to the best of its knowledge and beliefwhich might, threatened against it and whichif adversely determined, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure EventEffect; (f) promptly on upon becoming aware of them, the details of any event judgment or order of a court, arbitral body or agency which has is made against any Obligor or the Guarantor, and which might, if adversely determined, have a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, promptly upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, the details of: (i) any breach, alleged breach or potential breach by any Obligor or the Guarantor of any damage law, regulation, stock exchange rule or listing rules, in each case, applicable to the Shares or destruction of the Vessel SDRs; (ii) any requirement that any Finance Party, any Obligor, the Guarantor or the Issuer must make a notification to any stock exchange, regulatory, administrative or Governmental Authority or similar body or to any other person in connection with the Shares or the SDRs; (iii) any clearance to deal being required under any applicable listing rules or any breakdown other similar law or regulation by any Obligor or the Guarantor in each case as a result of (A) the SDRs being subject to the Transaction Security Documents, (B) the enforcement of any Transaction Security Document, or (C) any appropriation or transfer of all or any part of the Vessel, where the cost of repair Collateral SDRs by or reinstatement is likely to exceed US$10,000,000 any Finance Party or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureperson; and (kh) upon request by promptly such further information regarding the Collateral or the financial condition, business and operations of any Obligor or the Guarantor as the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itAgent may reasonably request.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Atlas Investissement), Facility Agreement (Atlas Investissement)

Information: miscellaneous. (a) The Owner must Borrower shall supply to the Facility Agent, in electronic form Agent by email attachments or hard copy (and, if so requested by a Lender (through the Facility Agent), in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (ai) copies of all documents despatched dispatched by it or Mechel Mining to its or Mechel Mining’s creditors or shareholders (other than trade creditors) generally or any class of them them) generally at the same time as they are despatcheddispatched provided that, if such documents are subject to confidentiality restrictions imposed by a regulator, stock exchange or other relevant authority which would prevent the Borrower from supplying them to the Facility Agent, the Borrower shall be under no obligation to do so until and for as long as such restrictions apply; (bii) copies promptly upon becoming aware of all reports provided to the Owner by same, details of any expropriation, attachment, sequestration, distress or execution that affects (A) any asset of any Mining Obligor, where the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt book value of such report by the Owner and if, in the opinion asset exceeds US$1,000,000 or (B) any asset of any member of the Facility Agent (acting reasonably)Mechel Mining Group, any additional technical report is necessary, where the Owner will procure book value of such reportasset exceeds US$5,000,000; (ciii) as soon as reasonably practicable on promptly upon becoming aware of themthe same, details of any material breach, or any event that could lead to a material breach, of any material provision of any Commercial Contract; (iv) promptly upon becoming aware of the same, details of any event which might reasonably be expected to constitute an event of force majeure under any Commercial Contract; (v) any other details in relation to a Commercial Contract that a Lender may reasonably request (through the Facility Agent); (vi) promptly upon becoming aware of the same, details (in English) of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any Mining Obligor, where the amount in dispute or the value of any potential loss to the best of it exceeds US$15,000,000 (or its knowledge and belief, threatened against it and which, equivalent in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lendersanother currency or currencies); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (fvii) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification the details of any strikes claim, notice or industrial action taken other communication received by it in respect of any actual or proposed alleged breach of or liability under Environmental Law, or any event or circumstance which is likely to be taken by result in any such claim or notice, which, if substantiated, would result in liabilities of, and/or expenditure by, any Mining Obligor and/or any member of the Manager Mechel Mining Group in excess of US$3,000,000 (or its employees, subcontractors equivalent in another currency or personnel from time to time which has or currencies) in aggregate in any financial year of the Borrower; (viii) all further information a Lender may reasonably be expected to request (through the Facility Agent); and (ix) details of any event which may have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (kx) upon request by such further information regarding the financial condition, business and operations of a Mining Obligor or any member of the Mechel Mining Group as a Finance Party (through the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Mechel OAO), Amendment and Restatement Agreement (Mechel OAO)

Information: miscellaneous. The Owner must Each Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Agent:- (a) copies of all documents despatched by it (in the case of the Target) to its creditors public shareholders (other than trade creditors) generally or any class of them them) or (in the case of either Borrower) its creditors (or any class of them), other than any creditors in respect of Subordinated Debt, at the same time as they are despatched; ; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending orthreatened or pending, to the best of its knowledge and belief, threatened against it and which: (i) if adversely determined, in each case, would have a Material Adverse Effect Effect; or (ii) would involve liability or potential liability of 10,000,000 pounds or more (or its equivalent in other currencies); or (iii) involves the opinion Director-General, the Secretary of State, the Licence or any Licence Undertaking; (c) during the period from the date of issue and approval of the Facility Agent acting Information Memorandum by the Company to the earlier of: (i) the date six months after the Unconditional Acceptances Date; and (ii) the close of Syndication as determined and confirmed to the Company by the Agent, in reasonable detail notice of any matters of which it is aware (whether occurring prior to, on or after the instructions date of approval and issue of the Majority Lenders); Information Memorandum) which cause the Information Memorandum when read without knowledge of such matters to be inaccurate or misleading in any material respect; (d) as soon as reasonably practicable on requestpromptly upon becoming aware that any material modifications to the Licence are being proposed by the Director General or the Target and/or that any Licence Undertaking is being requested by the Director General or the Secretary of State, reasonable details of those modifications and/or that Licence Undertaking, to be updated from time to time to reflect any changes; (e) unless the Agent has already received them, copies of any Licence Undertakings in force at the date the Target becomes a Subsidiary of the Company and, thereafter, promptly after the giving of any Licence Undertaking; and (f) promptly, such further information, information in electronic form by email attachments the possession or hard copy (and, if in hard copycontrol of any member of the Group regarding its financial condition and operations as any Finance Party may reasonably request and which the Company is able to provide without breaching any legal obligation or regulation, in sufficient copies for all of the Lenders)Banks, regarding if the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itso requests.

Appears in 2 contracts

Samples: Credit Facility Agreement (System Energy Resources Inc), Credit Facility Agreement (Entergy London Capital Lp)

Information: miscellaneous. The Owner must Borrower shall (and shall procure that the Senior Borrower shall) supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched, copies of all documents and information dispatched by the Borrower or the Senior Borrower to its creditors or any class of them (including, in the case of the Senior Borrower, the Senior Secured Parties) generally; (b) at the same time as they are dispatched or received (as applicable), copies of all reports provided notices, documents and other communications between the Senior Borrower and/or the Borrower and any Senior Secured Parties relating to any default or the Owner by exercise of any rights or remedies under the Manager pursuant to the Management AgreementMaterial Financing Agreements (including, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessarywithout limitation, the Owner will procure such reportenforcement with respect to any Collateral Documents); (c) all notices of defaults under any Material Contracts and any Material Financing Agreements; (d) at the same as soon as they are dispatched or received, copies of all material communications with any regulatory authority (including the MCST) relating to the Senior Borrower, the Property, the Project or the Leasehold Interest; (e) copies of all material reports in respect of any events or circumstances that would reasonably practicable on be expected to have a Material Adverse Effect prepared for the benefit of the Borrower or the Senior Borrower relating to the Property or any of the Security Assets; (f) promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings or investigations which are current, threatened or pending oragainst the Property, the Leasehold Interest, the Shareholder, any member of the Group or the Sponsor, where such proceeding is reasonably likely to be determined against the best Property, the Leasehold Interest, the Shareholder, that member of its knowledge and belief, threatened against it the Group or the Sponsor and which, in each caseif so adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (ig) promptly on upon becoming aware of them, the details of any damage to judgment or destruction order of a court, arbitral body or agency which is made against the Shareholder or any member of the Vessel or any breakdown Group, and which would reasonably be expected to have Material Adverse Effect; (h) details of any part circumstances which will require a prepayment to be made under Clause 7.2 (Change of Control); (i) promptly, such further information regarding the financial condition, business and/or operations of the Vessel, where Group or the cost of repair or reinstatement is likely to exceed US$10,000,000 or where Property as the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Agent may reasonably request; (j) promptly, reasonable details of the terms of any Subordinated Debt upon any such amounts being advanced by a Subordinated Creditor; (k) promptly such information as the Agent or Security Agent may reasonably require about the Transaction Security and compliance of the Shareholder or the Borrower with the terms of any Security Documents; and (l) promptly notification if any part of or interest in the Property is compulsorily purchased, confiscated, expropriated or appropriated or on becoming aware of themthe applicable Governmental Agency or authority making an order for the compulsory purchase, details confiscation, expropriation or appropriation of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itsame.

Appears in 2 contracts

Samples: Secured Term Loan Facility (Mohegan Tribal Gaming Authority), Secured Term Loan Facility

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched dispatched by it an Obligor to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally (or any class of them) at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings or Environmental Claims which are current, threatened or pending oragainst any member of the Group, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect; (ic) promptly on upon becoming aware of them, the details of: (i) any judgment or order of any damage to a court, arbitral tribunal or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000other tribunal; (jii) any order or sanction of any governmental or other regulatory body which is made against any member of the Group; (iii) any claims with respect to Sanctions; (iv) any revised Reserves Statements; (v) any material changes to the Life of Mine Plan or Annual Operating Budget; (vi) any material damage to any asset; (vii) any material Environmental Permit change; (viii) any changes to Material Contracts; (ix) any unscheduled stoppages to mining or processing for more than 14 days; (x) any Native Title Claims; and in each case, which could reasonably be expected to have a Material Adverse Effect; (d) promptly on becoming aware following a change in the structure of themthe Group (including following completion of the merger of the two Companies), details an updated group structure chart; (e) promptly following receipt of the Agent's written request, such further information regarding the financial condition, business and operations of any proposal for an amendment member of the Group as any Finance Party (through the Agent) may reasonably request; (f) promptly following receipt of the Agent's written request, such information as the Agent may reasonably require about the Secured Property and compliance of the Obligors with any Transaction Security Documents; (g) promptly, notice of any change in Authorised Signatories of the Borrower signed by a director or waiver secretary of a Related Contract other than amendments or waivers the Borrower accompanied by specimen signatures of an administrative or non-material natureany new signatories, except that no notice of change shall be effective until the Agent and the Lenders have conducted "know your customer" checks on each such new Authorised Signatory as required under paragraph (a) of Clause 23.10 ("Know your customer" checks) below; and (kh) upon request by any event where creditors are outstanding 30 days beyond the Facility Agent, copies of all Transaction Authorisations agreed credit terms (if any) obtained by itother than any amounts being disputed in good faith).

Appears in 2 contracts

Samples: Syndicated Facility Agreement (Metals Acquisition LTD), Syndicated Facility Agreement (Metals Acquisition Corp)

Information: miscellaneous. (a) The Owner Borrower must supply to the Facility Agent, in electronic form by email attachments or hard copy Lender (and, if in hard copy, in sufficient copies for all of the Lenders), subject and to any duty of confidentiality which it may have to third parties K-SURE under paragraph (whom it will promptly approach in order to seek any necessary consents where applicablev) below): (ai) if the Lender so requests, copies of all material documents despatched by it the Borrower to its creditors generally (other than trade creditors) generally or any class of them them) at the same time as they are despatched; despatched (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreementsubject, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonablyto pre-existing confidentiality arrangements), any additional technical report is necessary, the Owner will procure such report; (cii) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings in connection with the Borrower which are current, threatened or pending or, and which have or would reasonably be expected to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andhave, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (giii) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, promptly upon becoming aware of them, the same, notification details of any strikes judgment or industrial action taken order of a court, arbitral body or proposed to be taken by the Manager agency which is made against it or its employeesany Material Subsidiary, subcontractors or personnel from time to time and, in each case, which has or may would reasonably be expected to have a Material Adverse Effect; (iiv) promptly on becoming aware of themupon request by the Lender, details of any damage to or destruction a list of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material naturethen current Material Subsidiaries; and (kv) upon promptly on request by the Facility AgentLender or K-SURE, copies such further information including but not limited to the financial condition, business and operations of all Transaction Authorisations the Borrower or Material Subsidiaries as the Lender or K-SURE may reasonably request. (if anyb) obtained by itThe Borrower shall discuss with the Lender and with K-SURE in good faith; (c) promptly, and in any event not later than 20 days prior to the date of the relevant disposal, its intention to dispose of any Acquisition Shares, together with reasonable details of the terms of the relevant disposal; and (d) promptly, and in any event not later than 20 days prior to the relevant acquisition, its intention to acquire any further shares in the Issuer or any redeemable preferred share of the Issuer, together with reasonable details of the terms of the acquisition (including, but not limited to, the date of the proposed acquisition and whether it or any of its Subsidiaries will be incurring Financial Indebtedness in connection with such acquisition).

Appears in 2 contracts

Samples: Facility Agreement (SK Ecoplant Co., Ltd.), Facility Agreement (SK Ecoplant Co., Ltd.)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lender: (a) copies of all documents despatched dispatched by it the any Obligor or the Target to its creditors shareholders (other than trade creditors) generally or any class of them them) generally at the same time as they are despatched; (b) copies of all reports provided promptly, any announcement, notice or other document relating specifically to the Owner Target posted onto any electronic website maintained by any stock exchange on which the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion Target Shares or other securities of the Facility Agent (acting reasonably), Target are listed or any additional technical report is necessary, electronic website required by any such stock exchange to be maintained by or on behalf of the Owner will procure such reportTarget; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any Obligor or any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGroup, such further information, in electronic form by email attachments or hard copy (andand which might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (id) promptly on within a reasonable period of time but in any event not later than three (3) Business Days upon becoming aware of them, the details of: (i) any breach or alleged breach (notified in writing by any authority or regulator) by any Obligor of any damage law, regulation, or the Listing Rules applicable to or destruction of the Vessel Target Shares; (ii) any requirement that the Lender, any Obligor, the Target or any breakdown other person must make a notification to any stock exchange, regulatory authority or similar body or any other person, in each case, in connection with the Pledged Target Shares; and (iii) any clearance to deal with the Pledged Target Shares being required under the Listing Rules or any other similar law or regulation by any Obligor, in each case as a result of (A) the Target Shares being subject to the Transaction Security Documents, (B) the enforcement of any Transaction Security Document, or (C) any appropriation or transfer of all or any part of the VesselPledged Target Shares to the Lender or any other person; (e) promptly, where such information as the cost of repair or reinstatement is likely to exceed US$10,000,000 or where Lender may reasonably require about the cumulative cost of repair or reinstatement of damage to or destruction Charged Property and compliance of the Vessel during Obligors with the previous six months is likely terms of any Transaction Security Documents; (f) promptly following any progress of satisfaction and/or waiver of the conditions precedent to exceed US$10,000,000Completion (as defined in the Junior Investment Agreement) under the Junior Investment Agreement, an update in writing in respect of the same in reasonable detail as requested by the Lender; (g) promptly following any progress of satisfaction and/or waiver of the conditions precedent to the Acquisition Completion under the Acquisition Documents, an update in writing in respect of the same in reasonable detail as requested by the Lender; (h) promptly, a copy of any document relating to any of the matters referred to in paragraph 19.14(b) of Clause 19.14 (Junior Investment Documents); (i) promptly, a copy of any document relating to any of the matters referred to in paragraph (c) of Clause 19.15 (Acquisition Documents); (j) promptly, any notice that any member of the Offshore Group has received under and in relation to (i) the Junior Preferred Shares and the Junior Investment Documents, (ii) the Fullgoal Notes and (iii) the Joyful Intercompany Advances; (k) promptly on upon becoming aware of themthe same, details of the date of Closing Date, and if so requested by the Lender, evidence of the Acquisition Completion; (l) promptly, such further information regarding the financial condition, business and operations of any proposal for an amendment Obligor or waiver any member of a Related Contract other than amendments or waivers of an administrative or non-material naturethe Group as the Lender may reasonably request; and (km) upon request promptly, notice of any change in authorised signatories of the Borrower signed by a director or company secretary of the Facility Agent, copies Borrower accompanied by specimen signatures of all Transaction Authorisations (if any) obtained by itany new authorised signatories.

Appears in 2 contracts

Samples: Facility Agreement (Pacific Alliance Group LTD), Facility Agreement (Sun Wise (UK) Co., LTD)

Information: miscellaneous. The Owner must Issuer shall supply to the Facility Agent, in electronic form by email attachments or hard copy Debenture Trustee (and, if in hard copy, in sufficient copies for all of the Lenders)Debenture Holders and the Debenture Trustee, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Debenture Trustee requests such additional copies): (a) copies of all documents despatched dispatched by it the Issuer to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided promptly, any announcement, notice or other document relating specifically to the Owner Issuer posted onto any electronic website maintained by the Manager pursuant to the Management Agreement, any stock exchange on which shares in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion or other securities of the Facility Agent (acting reasonably), Issuer are listed or any additional technical report is necessary, electronic website required by any such stock exchange to be maintained by or on behalf of the Owner will procure such reportIssuer; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any suit, litigation, arbitration or administrative proceedings which are current, pending orthreatened (in writing) or pending: (i) to restrain the Issuer’s entry into, to the best exercise of their respective rights under, or compliance by it with any of its knowledge and beliefobligations under the Transaction Documents; or (ii) which if, threatened against it and whichadversely determined, in each case, would could have or is likely to have a Material Adverse Effect Effect; or (iii) in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)relation to any Debenture pursuant to any Transaction Document; (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andpromptly, if in hard copy, in sufficient copies it has notice of any application for all winding up having been made or any statutory notice of winding up has been given to it under the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably requestAct; (e) as soon as reasonably practicable on becoming aware promptly, if it has notice of them, details a receiver being appointed in respect of any event of its properties or circumstance which is a Force Majeure Eventbusiness or undertaking, information in respect thereof; (f) promptly on upon becoming aware of them, details initiation of any event which has a Material Adverse Effectproceeding, enquiry or investigation by SEBI against (i) the Issuer; or (ii) any director or key managerial personnel of the Issuer; (g) as soon as they are available, copies promptly upon becoming aware of any notice proposal by any Governmental Authority or any agency, instrumentality or department thereof to compulsorily nationalize, seize, acquire or otherwise expropriate all or any part of default, termination, material dispute the property or claim (including notices provided by assets of the Charterer under Issuer or to compulsorily acquire the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling CharterIssuer; (h) as soon as they are availablepromptly, copies notice of any notice change in authorised signatories of default, termination the Issuer signed by a director or material claim made against it under company secretary of the Management Agreement together with details Issuer accompanied by specimen signatures of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itnew authorised signatories.

Appears in 2 contracts

Samples: Debenture Trust Deed, Debenture Trust Deed

Information: miscellaneous. The Owner (a) Subject paragraph (b) below, the Company must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lenders if the Facility Agent so requests: (ai) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched, copies of all material documents despatched by the Company or by any member of the Group to any class or classes of its creditors to which it owes Financial Indebtedness, for each such class of creditors, in an aggregate principal amount exceeding US$20,000,000; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any current, threatened or pending litigation, arbitration or administrative proceedings against any member of the Group which are currenthave, pending oror may reasonably be expected to have, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)Effect; (diii) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, details of any event authorisations as referred to in Subclause 18.2 (Authorisations) obtained or circumstance which is a Force Majeure Eventeffected being amended, renewed or otherwise modified, or any authorisations not being obtained or effected when required or ceasing to be in effect; (fiv) promptly on becoming aware prior to entry into of themany such arrangement, details of any event which has a Material Adverse Effectproposed Performance Bond or Performance Bond Facility to be entered into by any member of the Group; (gv) as soon as they are availablepromptly on request, copies a list of the then current Subsidiaries of the Company; (vi) promptly on request, such further information regarding the financial condition, business and operations of any notice member of defaultthe Group as any Finance Party through the Facility Agent may reasonably request; and (vii) promptly, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction change in authorised signatories of the Company signed by a director or proposed charterhire reduction company secretary of the Company accompanied by specimen signatures of any new authorised signatories. (b) The Company shall not be required to supply any information requested by the Facility Agent under paragraph (a) above if the provision of such information by the Company: (i) is not permitted under the terms of a Drilling Charter;Listing Rules or any applicable law or other regulation; or (hii) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of themresult in the Company, details of under any damage applicable law or regulation, being obliged to make an announcement or destruction of disclose information under the Vessel Listing Rules or any breakdown of any part of the Vessel, otherwise to its shareholders in circumstances where the cost of repair it would not otherwise be required to make such an announcement or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itdisclosure.

Appears in 2 contracts

Samples: Revolving Credit Facility Agreement (MGM Resorts International), Revolving Credit Facility Agreement (MGM Resorts International)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies 20.3.1 all information reasonably requested by the Technical Bank relating to the Borrowing Base Assets to the extent that such information is available to the Borrower and is necessary or desirable in relation to the delivery of any Financial Projection or Lenders’ Technical Report; 20.3.2 all documents despatched dispatched by it the Borrower to its creditors shareholders generally (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on 20.3.3 promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst an Obligor, and which could reasonably be expected, if adversely determined, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available20.3.4 promptly upon becoming aware, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of material dispute under any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time Project Document which has or may could reasonably be expected to have a Material Adverse Effect; (i) 20.3.5 promptly on upon becoming aware of themaware, details of any damage other matters which are likely materially and adversely to affect the initial or destruction of the Vessel further development, construction, installation or any breakdown commissioning of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Borrowing Base Asset; (j) promptly on 20.3.6 forthwith upon becoming aware of themaware, details of any proposal event of force majeure (however described), or any suspension of production or transportation for an amendment or waiver a period greater than thirty days, which has occurred in respect of a Related Contract other than amendments Borrowing Base Asset and of which the Borrower is aware; 20.3.7 forthwith upon becoming aware, details of material defects or waivers material malfunctions in respect of an administrative a Borrowing Base Asset which could reasonably be expected to have a Material Adverse Effect, together with a summary detailing the action being taken to remedy such defects or non-material naturemalfunctions; 20.3.8 promptly, such further information regarding the financial condition, business and operations of the Borrower as any Finance Party (through the Agent) may reasonably request; and (k) upon request by 20.3.9 as soon as possible after the Facility Agentoccurrence thereof, copies notification of all Transaction Authorisations (if any) obtained material accidents and incidents occurring at or affecting the site of any Borrowing Base Asset including those pertaining to the environment, in each case, to the extent that such information is available to the Borrower and the Borrower is not prohibited by itapplicable law or contractual confidentiality restrictions from disclosing such information to the Agent.

Appears in 2 contracts

Samples: Borrowing Base Facility Agreement (MIE Holdings Corp), Shares Purchase Agreement (MIE Holdings Corp)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Borrower, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andwhich might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (ib) promptly, all such information as any Finance Party (through the Agent) may from time to time reasonably require regarding the Ship, her employment, position and engagements, particulars of all towages and salvages, and copies of all charters and other contracts for her employment, or otherwise howsoever concerning her; (c) promptly on upon becoming aware of them, the details of of: (i) any damage to or destruction of the Vessel or Ship (and any breakdown of any part of the Vessel, where insurance claim made in respect thereof) requiring repairs the cost of repair which will or reinstatement is reasonably likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Casualty Amount; (jii) any occurrence in consequence of which the Ship has or may become a Total Loss; (iii) any requisition of the Ship for hire; (iv) any requirement or recommendation made by any insurer or the Classification Society or by any competent authority which is not, or cannot be, complied with in accordance with its terms; (v) any arrest or detention of the Ship or any exercise or purported exercise of a lien or other claim on the Ship or the Earnings or Insurances for the Ship or any part thereof; (vi) any petition or notice of meeting to consider any resolution to wind up the Borrower (or any event analogous thereto under the laws of the place of its incorporation); (vii) any threatened or actual withdrawal of any ISM Code Documentation; (viii) the making of any Environmental Claim against the Borrower or the Operator or any of its Environmental Affiliates or of the occurrence of any Environmental Incident which may give rise to any such Environmental Claim; or (ix) the issue of any ISM Code Documentation (and promptly on becoming aware request, to deliver a copy (certified as a true copy by the Borrower) of them, details all ISM Code Documentation to the Agent) or of the receipt by any proposal Operator of notification that any application for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; andthe same has been refused; (kd) upon request by promptly, such further information regarding the Facility financial condition, business and operations of the Borrower as any Finance Party (through the Agent, copies of all Transaction Authorisations (if any) obtained by it.may reasonably request;

Appears in 2 contracts

Samples: Facility Agreement (Hoegh LNG Partners LP), Facility Agreement (Hoegh LNG Partners LP)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of 21.3.1 all information reasonably requested by the Agent relating to the Borrowing Base Assets; 21.3.2 all documents despatched dispatched by it any Obligor to its creditors shareholders generally (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on 21.3.3 promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the Group, and which could reasonably be expected, if adversely determined, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available21.3.4 promptly upon becoming aware, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of material dispute under any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time Project Document which has or may could reasonably be expected to have a Material Adverse Effect; (i) 21.3.5 promptly on upon becoming aware aware, any proposal to enter into any new or replacement, or effect any material amendment, supplement, modification or waiver of themany provision of any Project Document; 21.3.6 promptly upon becoming aware, details of any damage other matters which are likely materially and adversely to affect the initial or destruction of the Vessel further development, construction, installation or any breakdown commissioning of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Borrowing Base Asset; (j) promptly on 21.3.7 forthwith upon becoming aware of themaware, details of any proposal event of force majeure (however described), or any suspension of production or transportation for an amendment or waiver a period greater than thirty days, which has occurred in respect of a Related Contract other than amendments Borrowing Base Asset and of which any member of the Group is aware; 21.3.8 forthwith upon becoming aware, details of material defects or waivers material malfunctions in respect of an administrative a Borrowing Base Asset which could reasonably be expected to have a Material Adverse Effect, together with a summary detailing the action being taken to remedy such defects or non-material naturemalfunctions; and 21.3.9 promptly, such further information regarding the financial condition, business and operations of any member of the Group as any Finance Party (kthrough the Agent) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 1 contract

Samples: Facility Agreement (Ivanhoe Energy Inc)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lender: (a) copies of all documents despatched by it any Obligor (or any other member of the Group) to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatched; (b) copies of all reports provided to within six (6) Months from the Owner by first Utilisation Date, an update on the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion progress of the Facility Agent (acting reasonably), any additional technical report is necessary, proposed establishment and initial public offering of the Owner will procure such reportProposed ListCo; (c) as soon as reasonably practicable on becoming aware of thempromptly, details of any litigationannouncement, arbitration notice or administrative proceedings which are current, pending or, other document relating specifically to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect any Obligor (in the opinion or any other member of the Facility Agent acting Group) posted onto any electronic website maintained by any stock exchange on the instructions which shares in or other securities of such Obligor (or such other member of the Majority LendersGroup) are listed or any electronic website required by any such stock exchange to be maintained by or on behalf of such Obligor (or such other member of the Group); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding promptly upon any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on Obligor becoming aware of them, the details of any event litigation, arbitration, administrative or circumstance other proceedings which is a Force Majeure Event; are current, threatened or pending against any Obligor (f) promptly on becoming aware of them, details of or any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware other member of the sameGroup), notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employeesand which might, subcontractors or personnel from time to time which has or may reasonably be expected to if adversely determined, have a Material Adverse Effect; (ie) promptly on upon any Obligor becoming aware of them, the details of any damage to judgment or destruction order made or given by a court, arbitral body or agency which is made against any Obligor (or any other member of the Vessel Group), and which might have a Material Adverse Effect; (f) promptly upon becoming aware of the relevant claim, the details of any claim which is current, threatened or pending against VN OpCo or any breakdown other person (including without limitation, any shareholder objections) in respect of any part of the VesselTransaction Documents (including without limitation, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where Charge over Account and the cumulative cost of repair or reinstatement of damage to or destruction transactions contemplated thereunder); (g) promptly upon becoming aware of the Vessel during relevant claim, the previous six months details of any claim which is likely current, threatened or pending against VN OpCo or any other person in respect of the Investment Documents; (h) promptly on request in writing, such information as the Lender may reasonably require about the Charged Assets and/or compliance of any Obligor with the terms of the Security Documents to exceed US$10,000,000which it is a party; (i) promptly, such further information regarding the financial condition, business and operations of any Obligor (or any other member of the Group) as the Lender may reasonably request in writing; and (j) promptly on becoming aware of thempromptly, details written notice of any proposal for an amendment or waiver change in authorised signatories of any Obligor signed by a Related Contract other than amendments or waivers legal representative of an administrative or non-material nature; and such Obligor (kwhose specimen signature has previously been provided to the Lender) upon request and accompanied by the Facility Agent, copies specimen signatures of all Transaction Authorisations (if any) obtained by itany new authorised signatories.

Appears in 1 contract

Samples: Facility Agreement (VNG LTD)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched dispatched by it the Borrower or any Target to its creditors shareholders generally (other than trade creditors) generally or any class of them them) as required by law or its constitutional documents (excluding for the avoidance of doubt any such requirement set out in any contract referenced in the Borrower's or (as the case may be) that Target's constitutional documents) or its creditors generally at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any material litigation, arbitration or administrative proceedings (except for frivolous or vexatious proceedings) which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on Group; (c) promptly upon becoming aware of them, the instructions details of any material judgment or order of a court, arbitral body or agency which is made against any member of the Majority Lenders)Group; (d) promptly, such information as soon the Security Agent may reasonably require about the Charged Property and compliance of the Obligors with the terms of any Transaction Security Documents; (e) promptly, details of: (i) any change in the direct shareholding in the Borrower which (A) results in any person becoming (or ceasing to be) a direct shareholder of 5 per cent. or more of the entire issued share capital of the Borrower or (B) otherwise relates to 5 per cent. or more of the entire issued share capital of the Borrower; (ii) any change of 10 per cent. or more in the direct or indirect shareholding (including by way of being a beneficiary under a trust) of the Ultimate Shareholder in the Borrower; and (iii) any change in shareholding which results in the direct or indirect shareholding (including by way of being a beneficiary under a trust) of the Ultimate Shareholder in the Borrower falling below (A) (prior to the occurrence of an IPO) 60 per cent. or (B) (on or following the occurrence of an IPO) 50 per cent.; (f) any notification required to be delivered by it pursuant to paragraph (c)(x) of Clause 21.4 (Negative pledge); (g) promptly, details of any changes in the constitutive documents of the Borrower or the Guarantor which has a material adverse impact on the rights of the Finance Parties (taken as reasonably practicable on requesta whole) under the Finance Documents, together with documentary evidence of reasonable details showing that such change has been made; (h) promptly, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all information regarding any member of the Lenders), regarding Group as any Finance Party (through the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent Agent) may reasonably request; (ei) promptly, notice of any change in authorised signatories of any Obligor signed by a director or company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories; (j) promptly, such information regarding the Acquisition and the Acquisition Documents as soon as any Finance Party (through the Agent) may reasonably practicable on becoming aware of themrequest; and (k) promptly upon its occurrence (and in any event no later than three days after its occurrence), details and the date of the occurrence of any event or circumstance which results in or is reasonably likely to result in a Force Majeure Event; (f) promptly on becoming aware breach of them, details the Bancassurance Agreement or the Bancassurance Agreement being terminated or being terminable at the option of any event which has a Material Adverse Effect; (g) as soon as they are availableparty thereto, copies and promptly upon any of any notice of default, termination, material dispute such events or claim circumstances ceasing to continue (including notices provided by the Charterer under the terms date of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itcessation).

Appears in 1 contract

Samples: Facility Agreement (PCGI Intermediate Holdings LTD)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, each case in sufficient copies for all of the Lenders)Banks, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):if the Agent so requests: (a) copies of all documents despatched by the Parent to its shareholders (or any class of them) or by it to its creditors (other than trade creditors) generally or any class of them them) at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as is reasonably practicable on upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending orthreatened or pending, and which have, or would be reasonably likely to the best of its knowledge and beliefhave, threatened against it and whicha material adverse effect; (c) as soon as is reasonably practicable, in each case, would have a Material Adverse Effect (such further information in the opinion possession or control of any member of the Facility Agent acting on the instructions Group as any Finance Party may reasonably request, including information regarding its financial condition and operations and an up-to-date list of the Majority Lenders)Material Subsidiaries; (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all any member of the Lenders), regarding Controlled Group: (i) gives or is required to give notice to the financial condition and operations PBGC of the Owner or regarding any matter relevant to, or Reportable Event with respect to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance Plan which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have constitute grounds for a Material Adverse Effecttermination of that Plan under Title IV of ERISA, or knows that the plan administrator of any Plan has given notice of that Reportable Event, a copy of the notice of that Reportable Event given or required to be given to the PBGC; (iii) promptly on becoming aware receives notice of themcomplete or partial withdrawal liability under Title IV of ERISA or notice that any Multiemployer Plan is in reorganisation, details is insolvent or has been terminated, a copy of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000that notice; (jiii) promptly on becoming aware receives notice from the PBGC under Title IV of themERISA of an intent to terminate, impose liability (other than for premiums under Section 4007(a) of ERISA) in respect of, or appoint a trustee to administer, any Plan, a copy of that notice; (iv) applies for a waiver of the minimum funding standard under Section 412 of the Code, a copy of that application; (v) gives notice of intent to terminate any Plan under Section 4041(c) of ERISA, a copy of that notice and any other information filed with the PBGC; (vi) gives notice of withdrawal from any Plan pursuant to Section 4063 of ERISA, a copy of that notice; or (vii) fails to make any payment or contribution to any Plan or Multiemployer Plan or makes any amendment to any Plan which has resulted or could reasonably be expected to result in the imposition of a Security Interest or the posting of a bond or other security, a certificate of the chief financial officer or the chief accounting officer of the Obligor setting forth details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agentthat occurrence and action, copies of all Transaction Authorisations (if any, which the Obligor or applicable member of the Controlled Group is required or proposes to take, provided, however, that no notice or other information shall be required under this paragraph (d) obtained by itunless the event or condition to which it relates has, or would be likely to have, a material adverse effect.

Appears in 1 contract

Samples: Syndicated Bridge Loan Facility (Anglogold Ashanti LTD)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy BPIAE Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the BPIAE Agent so requests): (a) copies of all documents despatched filed by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched;Parent with the U.S. Securities and Exchange Commission; 0080105-0000405 PA:20488617.7 109 (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the NEXT Group, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would are reasonably likely to have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (gc) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, promptly upon becoming aware of the samerelevant claim, notification the details of: (i) any claim which is current, threatened or pending against any person in respect of the NEXT System Documents (and, in the case of a NEXT System Document other than a Material NEXT System Document, which are reasonably likely to have a Material Adverse Effect if adversely determined); (ii) any notice of any strikes violation of any applicable law received by any member of the NEXT Group thereof from any Governmental Authority including, without limitation: (A) any notice of violation of any Environmental Law and the details of any Environmental Claim which are current, threatened or industrial action taken pending against any member of the NEXT Group; and (B) any facts or proposed circumstances which are reasonably likely to be taken by result in any Environmental Claim being commenced or threatened against any member of the Manager NEXT Group, in each case where such violation or its employeesclaim, subcontractors or personnel from time to time which has or may if determined against that member of the NEXT Group, could reasonably be expected to have a Material Adverse Effect; and (iii) any expropriation, disposal or insurance claim which may require a prepayment under Clause 8.2 (Insurance, Capital Raising, Expropriation Proceeds, Aireon Proceeds, Designated Aireon Receivable and Cash Sweep) or 8.3 (Launch Insurance Proceeds); (d) promptly upon becoming aware of it, details of any risk that makes it reasonably likely that the Borrower will require the use of a back-up launch provider pursuant to Schedule 22 (Back-Up Launch Strategy); (e) promptly, such information as the Security Agent or the U.S. Collateral Agent may reasonably require about the Charged Property and compliance of the Obligors with the terms of any Transaction Security Documents; (f) promptly on request, such further information regarding the financial condition, assets and operations of the NEXT Group and/or any member of the NEXT Group (including any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Obligor under this Agreement as any Finance Party through the BPIAE Agent may reasonably request); and (g) promptly upon becoming aware of it, details of: (i) promptly on becoming aware any Reportable Event; 0080105-0000405 PA:20488617.7 110 (ii) the termination of themor withdrawal from, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is circumstances reasonably likely to exceed US$10,000,000 result in the termination of or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of withdrawal from any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material naturePlan; and (kiii) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by ita claim or other communication alleging material non-compliance with any law or regulation relating to any Plan which is reasonably likely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Supplemental Agreement (Iridium Communications Inc.)

Information: miscellaneous. The Owner must Original Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of 19.6.1. all documents despatched dispatched by it the Original Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally (or any class of them) at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on 19.6.2. promptly upon becoming aware of them, details and copies of any changes proposed to be or made to its constitutional documents or the Constitutional Documents of it or any other Obligor, including the filing of any Memorandum of Incorporation under the Companies Act; 19.6.3. promptly upon becoming aware of them, a notice notifying the Facility Agent of any winding-up applications, liquidation applications or business rescue applications or litigation, arbitration or administrative proceedings that have been threatened or commenced against any Obligor which, if adversely determined, would be reasonably likely to have a Material Adverse Effect and (if requested by the Facility Agent) promptly provide the details of any such winding-up applications, liquidation applications or business rescue applications or litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it or any Obligor, and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as be reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (i) promptly on becoming aware of them19.6.4. promptly, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies such further information regarding the financial condition, business and operations of all Transaction Authorisations it or any Obligor as any Finance Party (if anythrough the Facility Agent) obtained may reasonably request; 19.6.5. promptly, notice of any change in authorised signatories of it or any other Obligor signed by ita director or company secretary of it or such other Obligor (as the case may be) accompanied by specimen signatures of any new authorised signatories; 19.6.6. as soon as reasonably possible, such information as the Facility Agent or the Debt Guarantor may reasonably require about any assets which are the subject of any Encumbrance and compliance by the Obligors with the terms of any Finance Documents; and 19.6.7. promptly, upon request by the Facility Agent, such additional information or documentation as the Facility Agent may reasonably require in order to verify that any signatory referred to in Clause 19.6.5 has been duly authorised.

Appears in 1 contract

Samples: Term and Revolving Credit Facilities Agreement (Sibanye Gold LTD)

Information: miscellaneous. (A) The Owner must Company shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (ai) copies of all documents despatched by it the Company to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors (or any class of them) at the same time as they are despatched; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending current or, to the best of its knowledge knowledge, pending, and beliefwhich are likely to be adversely determined and which could, threatened against it and whichif adversely determined, in each case, would reasonably be expected to have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders);material adverse effect; and (diii) as soon as reasonably practicable on requestpromptly, such further informationinformation in the possession or control of any member of the Group regarding its financial condition and operations as any Finance Party may reasonably request, in electronic form other than information which the Company is precluded by email attachments law or hard copy regulation from disclosing (andprovided that the Company shall use all reasonable endeavours to obtain all necessary consents, if in hard copyauthorisations or waivers for the disclosure thereof to the Agent), in sufficient copies for all of the Lenders)Banks, regarding if the financial condition and operations Agent so requests. (B) Each Obligor will give the Agent prompt notice of the Owner occurrence of any of the following events: (i) non-compliance with any Environmental Law or regarding any matter relevant to, or Environmental License of which it is aware and which is reasonably likely to any provision of, have a Finance Document as the Facility Agent may reasonably requestmaterial adverse effect; (eii) as soon as reasonably practicable any Environmental Claim or any other claim, notice or other communication served on becoming aware of them, details it in respect of any event alleged breach of any Environmental Law or circumstance which is Environmental License which, if adversely determined, would be reasonably likely to have a Force Majeure Eventmaterial adverse effect; (fiii) promptly on becoming aware of them, details of any event actual or suspected Environmental Contamination which has is reasonably likely to have a Material Adverse Effectmaterial adverse effect; (giv) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time Reportable Event which has or may could reasonably be expected to have a Material Adverse Effectmaterial adverse effect; (iv) promptly on becoming aware of them, details any termination of any damage Plan maintained or contributed to by an Obligor or destruction any ERISA Affiliate or any action that might result in termination which could reasonably be expected to have a material adverse effect; or (vi) any withdrawal from any Multiemployer Plan by an Obligor or any ERISA Affiliate or any action that might result in withdrawal which could reasonably be expected to have a material adverse effect. In each notice delivered under this Clause 17.3, an Obligor will include reasonable details concerning the occurrence that is the subject of the Vessel or any breakdown notice as well as that Obligor’s proposed course of any part of the Vesselaction, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver if any. Delivery of a Related Contract notice under this Clause 17.3 will not affect an Obligor’s obligations to comply with any other than amendments or waivers provision of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itthis Agreement.

Appears in 1 contract

Samples: Facility Agreement (Tomkins PLC)

Information: miscellaneous. The Owner must supply to ‌ 5.2.1 Each Authority shall notify the Facility Agent, Company in electronic form by email attachments or hard copy writing (and, if in hard copy, in sufficient copies for all forthwith upon becoming aware of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicablesame): (a) copies of all documents despatched by if such Authority becomes aware that it will be unable to its creditors (other than trade creditors) generally make any payment when due under an Authority Document, or any class of them at the same time as they are despatchedotherwise becomes a Defaulting Authority; (b) copies of all reports provided if such Authority is unable to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportpay its debts as they fall due; (c) of any report issued in respect of it under Section 114 of the Local Government Finance Act 1988 (or any replacement or equivalent provision); (d) of any failure to comply with the prudential framework established by Part 1 of the Local Government Act 2003 and related regulations, including the Prudential Code for Capital Finance in Local Authorities published by CIPFA, as soon amended or reissued from time to time; (e) of any failure to set a balanced budget in accordance with Section 31A and Section 42A of the Local Government Finance Act 1992; (f) if the chief finance officer’s report on robustness of budget estimates and adequacy of reserves under section 25 of the Local Government Act 2003 states either that the estimates are not robust and/or the reserves are inadequate, and the Authority passes that budget without action to remedy those deficiencies; (g) if external auditors issue a qualified audit opinion in respect of such Authority's accounts; (h) if the Authority is or will be unable to publish audited accounts by the statutory deadline; (i) any Change of Status of the Authority (as reasonably practicable defined in the Loan Standard Terms); (j) promptly upon becoming aware that any representation or statement made or deemed to be made by it in this Agreement, its Certificate of Approval, any Authority Loan or any other document delivered by or on behalf of it in relation to such documents was incorrect or misleading when made or deemed to be made; (k) promptly upon becoming aware of them, details the status and description of any dispute, litigation, arbitration arbitration, expert determination or administrative proceedings which are current, threatened or pending oragainst it, which is reasonably likely to the best of its knowledge and beliefbe adversely determined, threatened against it and which, if adversely determined either individually or taken as a whole, are reasonably likely to have a material adverse effect on its ability to meet its obligations under any Authority Loan; (l) promptly upon becoming aware of them, any event or circumstance which the Authority reasonably believes might have a material adverse effect on its ability to meet its obligations under any Authority Loan; or (m) promptly on request, such additional information as may be reasonably requested by the Company, and, in each case, would have a Material Adverse Effect (the Authority shall set out in such notice reasonable details associated therewith, the opinion effects of such an event or occurrence and any actions being undertaken to mitigate or remedy such event or occurrence. 5.2.2 Each Authority acknowledges that the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding Company may provide any matter relevant to, or information provided to it under this Clause 5.2 to any provision ofAuthority, a Finance Document as SPV, rating agency or other person the Facility Agent may Company reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected believes to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itlegitimate interest in such information.

Appears in 1 contract

Samples: Local Authority Financing Framework Agreement

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a1) copies of all documents despatched dispatched by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b2) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details and copies of any litigationmaterial and substantive changes (excluding for the avoidance of doubt, arbitration administrative or administrative proceedings which are currentprocedural changes) proposed to or made to its constitutional documents or the constitutional documents of it or any other Obligor, pending or, to including the best filing of its knowledge any Memorandum of Incorporation under the Companies Act or under any applicable company legislation and belief, threatened against it and which, regulations in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)Australia or Papua New Guinea; (d3) as soon as reasonably practicable on requestpracticable, such further information, but in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all any event within seven Business Days of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, the details of any event litigation, arbitration, administrative proceedings, liquidation applications, winding up applications or circumstance business rescue applications which is a Force Majeure Event; (f) promptly on becoming aware of themare current, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute threatened or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made pending against it under the Shipbuilding Contract, the Drilling Charter, or any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware other member of the sameGroup, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employeesand which may, subcontractors or personnel from time to time which has or may reasonably be expected to if adversely determined, have a Material Adverse Effect; (i4) promptly on becoming aware as soon as reasonably practicable, but in any event within seven Business Days of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request being requested by the Facility Agent, copies such further information regarding the financial condition, business and operations of it or any other member of the Group as any Finance Party (through the Facility Agent) may reasonably request in order to assess the Borrower’s or any other Obligor’s ability to perform its obligations under the Finance Documents; (5) as soon as reasonably practicable, but in any event within seven Business Days of it becoming aware of any transfer or issue or proposed transfer or issue of shares of any member of the Group or other corporate action or proposed corporate action that would constitute a Fundamental Control Event or Fundamental Disposal Event; (6) regular updates (at intervals of no less than six months or sooner as and when such information becomes available) on the progress of applications for all Transaction Environmental Permits and Authorisations required for its operations or proposed operations in Papua New Guinea; (if any7) obtained promptly, notice of any suspension or cancellation of any Authorisation relating to its operations where given by itthe relevant Minister under the Mineral and Petroleum Resources Development Act, 2002 or other Mining Law (other than temporary stoppages under the Mine Health and Safety Act, 1996) or similar legislation in Papua New Guinea; (8) as soon as reasonably practicable, but in any event within seven Business Days of (but in any event prior to any notices being given by an authorised signatory) any change in authorised signatories of it or any other Obligor signed by a director or company secretary of it or such other Obligor (as the case may be) accompanied by specimen signatures of any new authorised signatories; (9) as soon as reasonably practicable, but in any event within seven Business Days of request by the Facility Agent such additional information or documentation as the Facility Agent may require in order to verify that any signatory referred to in paragraph 21.6(8) above has been duly authorised; and (10) as soon as reasonably practicable, but in any event within one Month after the end of each of its Financial Years, its annual business plan as approved by the board of directors of the Borrower.

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Harmony Gold Mining Co LTD)

Information: miscellaneous. The Owner must supply Documents required to be delivered pursuant to Sections 6.01 and 6.02 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Company (or any direct or indirect parent of the Company) posts such documents, or provides a link thereto on the website on the Internet at the website address listed on Schedule 6.07; or (ii) on which such documents are posted on the Company’s behalf on IntraLinks/IntraAgency or another website identified in the notice provided pursuant to clause (z) immediately below, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (y) upon written request by the Administrative Agent or any Lender, the Company shall deliver paper copies of the information referred to in Sections 6.01, 6.02 or 6.04 as requested by the Administrative Agent or Lender (as applicable) and (z) the Company shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents. Notwithstanding anything contained herein, in every instance Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.04 to the Facility Administrative Agent; provided, in however, that if such Compliance Certificate is first delivered by electronic form means, the date of such delivery by email attachments electronic means shall constitute the date of delivery for purposes of compliance with Section 6.04. Each Lender shall be solely responsible for timely accessing posted documents or hard copy (and, if in hard copy, in sufficient requesting delivery of paper copies for all of such documents from the Lenders), subject to any duty Administrative Agent and maintaining its copies of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): such documents. The Company hereby acknowledges that (a) copies the Administrative Agent and/or the Joint Lead Arrangers will make available to the Lenders materials and/or information provided by or on behalf of all documents despatched the Company hereunder (collectively, “Company Materials”) by it to its creditors posting the Company Materials on IntraLinks or another similar electronic system (other than trade creditorsthe “Platform”) generally or any class of them at the same time as they are despatched; and (b) copies certain of all reports provided the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Owner by Company or its securities) (each, a “Public Lender”). The Company hereby agrees that it will identify that portion of the Manager pursuant Company Materials that may be distributed to the Management AgreementPublic Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked “PUBLIC” which, in each caseat a minimum, within five shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (5x) Business Days of receipt of such report by marking Company Materials “PUBLIC,” the Owner and if, in Company shall be deemed to have authorized the opinion of the Facility Agent (acting reasonably), any additional technical report is necessaryAdministrative Agent, the Owner will procure Joint Lead Arrangers and the Lenders to treat such report; Company Materials as not containing any material non-public information (calthough it may be sensitive and proprietary) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, with respect to the best Company or its securities for purposes of its knowledge United States federal and beliefstate securities laws (provided, threatened against it and whichhowever, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation that to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) extent such Company Materials constitute Information, they shall be treated as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it.set forth in

Appears in 1 contract

Samples: Bridge Loan Agreement (Lyondell Chemical Co)

Information: miscellaneous. The Owner must Each of the Borrower and the Guarantors shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched by it to its creditors shareholders (other than trade creditors) generally or any class of them them) in their capacities as shareholders or to its creditors generally at the same time as they are despatched; (b) copies in the case of all reports provided the Parent Guarantor, promptly, any announcement, notice or other document relating specifically to the Owner Parent Guarantor posted onto any electronic website maintained by the Manager pursuant to the Management Agreement, any stock exchange on which shares in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion or other securities of the Facility Agent (acting reasonably), Parent Guarantor are listed or any additional technical report is necessary, electronic website required by any such stock exchange to be maintained by or on behalf of the Owner will procure such reportParent Guarantor; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGroup, such further information, in electronic form by email attachments or hard copy (andand which could, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (id) promptly on becoming aware of thempromptly, details such further information regarding the financial condition, financial projection, business and operations of any damage to Obligor or destruction any member of the Vessel or Group as any breakdown of any part of Finance Party (through the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Facility Agent) may reasonably request; (je) promptly on becoming aware of thempromptly, details notice of any proposal for an amendment change in: (i) authorised signatories of any Obligor, whose specimen signature has previously been provided to the Facility Agent accompanied by specimen signatures of any new authorised signatory(ies); (ii) the ownership or waiver shareholding of a Related Contract any Obligor (other than amendments the Parent Guarantor unless such change of ownership or waivers shareholding of an administrative or non-material naturethe Parent Guarantor will result in a Change of Control); (iii) the constitutional documents of any Obligor; and (kiv) upon request the name of the Parent Guarantor so that the Security Agent may seek advice from its Nevada counsel at such time as to whether or not the filing of the UCC-1 financing statement in respect of the Share Charge (Guarantor B) with the Secretary of State of the State of Nevada should be updated; (f) promptly, notice of any change in the auditors of the Borrower or any Guarantor together with a written explanation from such retiring auditors setting out the reason for such change if such change is initiated by the Facility Agentretiring or resigning auditors; and (g) promptly, copies such information as the Security Agent may reasonably require about the Charged Property and compliance of all Transaction Authorisations the Obligors with the terms of any Security Documents, provided that the Parent Guarantor shall not be obliged to supply any information under paragraph (c) or (d) above if any) obtained to do so would result in any general disclosure requirement being imposed on any member of the Group by itNASDAQ or other relevant Governmental Agency.

Appears in 1 contract

Samples: Facility Agreement (China XD Plastics Co LTD)

Information: miscellaneous. (a) The Owner must supply Company shall furnish to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject Agent from time to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestwith reasonable promptness, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all information regarding the business and financial condition of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document Company as the Facility Agent may reasonably request. (b) The Company shall promptly notify the Facility Agent of any material business or financial event, including without limitation, any litigation, arbitration, administrative or other proceedings being commenced, which would reasonably be expected adversely to affect its ability to perform its obligations under the Finance Documents. (c) Subject to paragraph (d) below, The Company must promptly on the request of any Finance Party supply to that Finance Party any documentation or other evidence which is reasonably requested by that Finance Party (whether for itself, on behalf of any Finance Party or any prospective new Lender) to enable a Finance Party or prospective new Lender to carry out and be satisfied with the results of all applicable know your customer requirements. (d) The Company is only required to supply any information under paragraph (a) above, if the necessary information is not already available to the relevant Finance Party and the requirement arises as a result of: (i) the introduction of any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement; (ii) any change in the status of the Company or any change in the composition of shareholders of the Company after the date of this Agreement; or (iii) a proposed assignment or transfer by the Lender of any of its rights and/or obligations under this Agreement to a person that is not a Lender before that assignment or transfer. (e) as soon as reasonably practicable Each Lender must promptly on becoming aware the request of them, details of the Facility Agent supply to the Facility Agent any event documentation or circumstance other evidence which is a Force Majeure Event;reasonably required by the Facility Agent to carry out and be satisfied with the results of all know your customer requirements. (f) promptly The Company shall promptly, but no later than on becoming aware 30th day after the date of themthe Agreement, details deliver to the Facility Agent a copy of any event which has a Material Adverse Effect; (g) as soon as they are available, copies resolution of any notice the executives of default, termination, material dispute or claim (including notices provided by the Charterer under Company approving the terms of a Drilling Charter) made against it under of, and the Shipbuilding Contracttransactions contemplated by, the Drilling Charterthis Agreement, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware certified by an Authorised Signatory of the same, notification of any strikes or industrial action taken or proposed Company to be taken by the Manager or true, correct and complete and in full force and effect at its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itdate.

Appears in 1 contract

Samples: Facility Agreement (United States Steel Corp)

Information: miscellaneous. The Owner must supply Guarantor shall deliver to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all Agent on behalf of the Lenders (and upon receipt thereof the Facility Agent shall promptly deliver to the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) promptly upon the mailing thereof to the shareholders of the Guarantor generally, copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatchedfinancial statements, reports and proxy statements so mailed; (b) copies promptly after an Obligor knows or has reason to know that any Potential Event of all reports provided to the Owner by the Manager pursuant to the Management AgreementDefault or Event of Default has occurred, in each case, within five (5) Business Days of receipt a notice of such report by Potential Event of Default or Event of Default describing the Owner and ifsame in reasonable detail and, in the opinion together with such notice or as soon thereafter as possible, a description of the Facility Agent (acting reasonably), any additional technical report is necessaryaction that the Guarantor, the Owner will procure such reportCompany or any other Obligor has taken and proposes to take with respect thereto; (c) as soon as reasonably practicable on becoming aware available and in any event within 100 days after the end of them, details each financial year of any litigationBorrower, arbitration or administrative proceedings which are currentstatement of earnings, pending orcash flow and common shareholders’ equity (if any) of that Borrower for such financial year and the related balance sheet as at the end of such year, to the best of its knowledge and belief, threatened against it and which, setting forth in each casecase in comparative form the corresponding figures for the preceding financial year, would have accompanied by a Material Adverse Effect (in the opinion certificate of a senior financial officer of the Facility Agent acting on Guarantor, which certificate shall state that said financial statements fairly present the instructions financial condition and results of operations of that Borrower in accordance with generally accepted accounting principles, consistently applied, as at the Majority Lenders);end of, and for, such financial year; and (d) as soon as reasonably practicable on requestfrom time to time such other information regarding the business, such further information, in electronic form by email attachments affairs or hard copy (and, if in hard copy, in sufficient copies for all financial condition of the Lenders), regarding the financial condition Guarantor or any of its Material Subsidiaries (including any Plan or Multiemployer Plan and operations of the Owner any reports or regarding any matter relevant to, or other information required to any provision of, a Finance Document be filed under ERISA) as the Facility Agent may reasonably request; request (e) as soon as reasonably practicable on becoming aware of them, details its own behalf or on behalf of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes Lender). The Guarantor will furnish to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies at the time it furnishes each set of all Transaction Authorisations financial statements pursuant to Clause 18.1 (if any) obtained by itFinancial Statements), a Compliance Certificate.

Appears in 1 contract

Samples: Credit Facility Agreement (International Paper Co /New/)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):if the Facility Agent so requests: (aA) copies of all documents despatched dispatched by it each Obligor to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally, at the same time as they are despatcheddispatched; (bB) copies at least five Business Days before proposed implementation, details of all reports provided any proposed changes to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days constitutional documents of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportObligor; (cC) information regarding any decisions concerning registration of (or refusal to register) any Security required to be registered in the applicable registers, promptly after such information; (D) promptly upon any Obligor becoming aware of the same, any written notice or written information relating to the withdrawal of, or intention to withdraw, any applicable environmental licence; (E) promptly following a request by the Facility Agent, any material Authorisation in the Group's possession that is required to enable any member of the Group that is a party to a Finance Document to perform its obligations under, or for the validity and enforceability of, that Finance Document; (F) promptly upon any Obligor becoming aware of the same, the fact that it does not have sufficient funds (cash flow, debt and equity) to meet its obligations as soon as and when they fall due; (G) promptly upon any Obligor becoming aware of the same, details of any event that has or could reasonably practicable on be expected to have a Material Adverse Effect; (H) promptly after becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to against any member of the best of its knowledge and belief, threatened against it and Group which, in each caseif adversely determined, will have or would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as be reasonably practicable on requestlikely to have, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (gI) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, promptly upon becoming aware of them, the same, notification details of any strikes judgment or industrial action taken order of a court, arbitral body or proposed to agency which is made against any member of the Group, and which will have or would be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (iJ) promptly on after they have been issued, copies of any insurance policies in respect of all Insurances and any renewals in respect of such insurance policies; (K) promptly after becoming aware of them, details of any damage to or destruction of the Vessel or claims made under any breakdown of any part of the Vessel, Insurance where the cost claim is for a sum in excess of repair USD 10 million (or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract its equivalent in other than amendments or waivers of an administrative or non-material naturecurrencies); and (kL) upon request by promptly, such further information regarding the financial condition, assets, business and operations of any member of the Group as any Finance Party (through the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 1 contract

Samples: Facility Agreement (Vaalco Energy Inc /De/)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched dispatched by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them at the same time as them) or its creditors generally promptly after they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the Group, and which would, if adversely determined, be reasonably likely to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, and such further information, details in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or relation to any provision of, a Finance Document such litigation as the Facility Agent may reasonably requestrequest to enable the Facility Agent to determine whether such litigation may be adversely determined (including, without limitation, any opinion or advice from counsel); (c) promptly, such information as may be reasonably requested by the Facility Agent (including relevant figures from management accounts) to ascertain whether any Subsidiary of the Borrower falls within paragraph (d) of the definition of “Significant Subsidiary”; (d) promptly, such further information regarding the financial condition, business and operations of any member of the Group as any Finance Party (through the Facility Agent) may reasonably request (including, without limitation, such information as required under or in connection with this Agreement or the EKN Documents); (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification notice of any strikes cancellation or industrial action taken non-renewal of any export license, quota, permit or proposed to be taken by other Authorisation necessary for the Manager shipment of goods under the terms of the Contracts and/or any Confirmed Export Purchaser Order or Confirmed Local Purchase Order (as the case may be) or for the conduct of its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effectbusiness; (if) promptly on upon becoming aware of themthe same, details notice of the imposition of any damage exchange control restrictions in connection with any Transaction Document to or destruction of which the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement Borrower is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureparty; and (kg) promptly upon request by becoming aware of the Facility Agentsame, copies notice of all Transaction Authorisations the confiscation, expropriation, nationalisation or withholding of the goods under the Contracts and/or any Confirmed Export Purchase Order or Confirmed Local Purchase Order (if any) obtained by itas the case may be).

Appears in 1 contract

Samples: $300,000,000 Ekn Supported Facility Agreement (Mobile Telesystems Ojsc)

Information: miscellaneous. The Owner must Guarantor shall supply (or shall cause the Borrower to supply, in which case the obligations of the Guarantor under this Clause 11.4 shall be deemed to have been satisfied) to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject if the Facility Agent so requests) and, in the case of paragraph (e) below, to any duty of confidentiality which it may have the Federal/State Guarantors, each case in relation to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):the Guarantor: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Guarantor and which might, if adversely determined, reasonably be expected to the best involve potential or alleged liability in excess of fifty million (50,000,000) Euro (or its knowledge and belief, threatened against it and which, equivalent in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting other currencies on the instructions date of the Majority Lenderstheir determination); (db) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any event insurance claims, claims made under the Project Documents or circumstance material changes to the Project which is a Force Majeure Eventmight reasonably be expected to involve potential or alleged liability of the Borrower in excess of five million (5,000,000) Euro (or its equivalent in other currencies on the date of their being determined or made); (fc) promptly on upon becoming aware of them, details any conflicts or breaches of any event law or regulation applicable to it which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute would or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may might reasonably be expected to have a Material Adverse Effect; (id) promptly on upon becoming aware of them, the details of any damage collective labour dispute which is current, threatened or pending against the Guarantor which would or might reasonably be expected to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000have a Material Adverse Effect; (je) promptly on upon becoming aware of them, (i) the details of any proposal for an amendment change in the Credit Rating or waiver in the rating of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it.or in the published outlook of either and (ii) any relevant information (if possible, together with any relevant documents in connection therewith) with a likely or expected outcome leading to a downgrade of the Guarantor’s Credit Rating;

Appears in 1 contract

Samples: Guarantee Agreement (Advanced Micro Devices Inc)

Information: miscellaneous. The Owner must supply to the Facility Agent, and shall procure that the Bareboat Charterer and the Operator supply to the Facility Agent as set out below, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it it, the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period), to its or their creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner Owner, the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period), by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period), and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner Owner, the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period) or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on the Owner the Bareboat Charterer or the Operator, becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on the Owner, the Bareboat Charterer, or the Operator becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it the Owner under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s 's Shipbuilding Contract Guarantee Guarantee, or against the Bareboat Charterer under the Petrobras Brasil Charter (during the Bareboat Charter Period) or the Operator under the Services Contract (during the Operator Period), or affecting the Vessel together with details of any action it it, the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period) proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it it, or the Bareboat Charterer (during the Bareboat Charter Period), under the Management Agreement together with details of any action it or the Bareboat Charterer (during the Bareboat Charter Period), proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its the Operator (during the Operator Period) or their employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on the Owner, the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period), becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it, the Bareboat Charterer (during the Bareboat Charter Period) or the Operator (during the Operator Period).

Appears in 1 contract

Samples: Credit Facility Agreement (Ocean Rig UDW Inc.)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies promptly, details of an event occurs which gives rise, or may give rise, to an insurance claim of A$100,000 (or its equivalent in another currency or currencies) or more or upon an insurance claim of A$100,000 (or its equivalent in another currency or currencies) or more being refused either in whole or in part; (b) all documents despatched dispatched by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally (or any class of them) at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportdispatched; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the Group, to the best of its knowledge and belief, threatened against it and which, if adversely determined, is reasonably likely to give rise to a liability for one or more Obligors in each case, would have a Material Adverse Effect excess of A$100,000 (or its equivalent in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (danother currency or currencies) as soon as reasonably practicable on request, such further information, in electronic form by email attachments aggregate or hard copy (andwhich, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may is reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (id) promptly on becoming aware of thempromptly, details such further data and information relating to the business, operations, affairs, financial condition, assets or properties of any damage to or destruction of the Vessel Obligor or any breakdown of its Subsidiaries or relating to the ability of any part of Obligor to perform its obligations hereunder and under the Vessel, where the cost of repair or reinstatement is likely Finance Documents as from time to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000time may be requested by any Lender (in its absolute discretion); (je) promptly, all access (to a Finance Party and its advisors) to any Obligor’s premises, assets, books, accounts and records for inspections or investigative accounting purposes as any Finance Party may reasonably request; (f) within a reasonable period of time (and, in any event, no later than 20 Business Days) after the acquisition or creation of any new Subsidiary of the Borrower after the date of this Agreement, the name of each such entity that becomes a Subsidiary of the Borrower after the date of this Agreement; (g) promptly, notice of any change in Authorised Officers of any Obligor signed by a director or secretary of the Obligor accompanied by specimen signatures of any new signatories and provide such information as to permit each Lender to satisfy its ‘know your customer’ obligations in respect of any new Authorised Officer; (h) promptly on becoming aware after the then current Group Structure Chart becomes incorrect or misleading (including as a result of them, details of any proposal for an amendment the acquisition or waiver incorporation by it of a Related Contract other than amendments new Subsidiary where permitted under this Agreement), an updated Group Structure Chart; (i) within ten (10) days following the date on which the Borrower’s Auditors resign or waivers of an administrative or non-material naturethe Borrower elects to change Auditors, as the case may be, notification thereof, together with such further information as the Lenders may request; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it.

Appears in 1 contract

Samples: Senior Loan Note Subscription Agreement (Tritium DCFC LTD)

Information: miscellaneous. The Owner Company must supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableLenders if the Facility Agent so requests): (a) copies of all documents despatched by it to its respective board of directors, its respective creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all before the Actual Final Completion Date, monthly progress reports provided to the Owner prepared by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of Technical Adviser covering any matters that the Facility Agent (acting reasonably)or UKEF may, any additional technical report is necessaryafter consultation with the Company, the Owner will procure such reportreasonably request; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings against any Group Company which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)or pending; (d) a copy of the current Operating Budget, as soon approved by the board of directors of the Company, before the beginning of each financial year; (e) lists of its shareholders and option holders as reasonably practicable at the end of the financial year showing the shareholding of each; (f) promptly upon becoming aware of them, any material changes to its share or charter capital, or organisation and legal form and management structure; (g) (or, in the case of information relating to BIL, the Company must use all reasonable endeavours to supply) promptly on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition business and operations of any Principal Project Party (other than the Owner or regarding Grantor and the Crown) as any matter relevant to, or to any provision of, a Finance Document as Party through the Facility Agent may reasonably request; (eh) as soon as reasonably practicable they are available, copies of all material documents and other material communications and information given or received by it under any Project Document or in relation to the Project Works; (i) promptly on becoming aware of them, details of any event or circumstance which is or may be a Force Majeure Event; (fj) promptly upon becoming aware of them, details of any event which has or may have a Material Adverse Effect; (k) promptly on becoming aware of them, details of any event which has claim made under any Insurance where the claim is for a Material Adverse Effectsum in excess of USD 50,000 (before deductibles) or where the amount of the claim when aggregated with all other amounts claimed under any Insurance during the previous six months exceeds USD 50,000; (gl) as soon as they are available, copies of any notice of default, termination, material dispute or material claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee a Project Document or affecting the Vessel Project Facilities which have or may have a Material Adverse Effect together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Chartersame; (hm) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon promptly on becoming aware of the samethem, notification any proposal for an amendment or waiver of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse EffectProject Document; (in) promptly on becoming aware of them, details of any damage to or destruction of any assets comprised in the Vessel Project or any breakdown of any part of the Vessel, Project Facilities where the cost of repair or reinstatement re-instatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000USD 50,000; (jo) promptly, details of any actual or anticipated expenditure likely to result in the budgeted cost for a line-item in any Project Budget being exceeded; (p) copies of all Transaction Authorisations obtained by it; and (q) promptly on becoming aware of them, them details of any proposal for an amendment action by any protestor or waiver trespasser in respect of a Related Contract other than amendments or waivers the Project together with details of an administrative or non-material nature; and (k) upon request by any action it proposes to take in relation to the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itsame.

Appears in 1 contract

Samples: Facility Agreement (Aquaventure Holdings LLC)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched in relation to its asset or financial condition dispatched by it to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally substantially at the 1602149 29 Facility Agreement same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any material litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, which would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to to, if adversely determined, have a Material Adverse Effect; (ic) promptly, such further information regarding the performance of respective obligations of each Obligor under the Finance Documents to which it is a party as the Facility Agent (as so instructed by the Majority Lenders) may reasonably request; (d) promptly, reports in form and substance satisfactory to the Facility Agent containing information about the application of any amount drawn under the Facility together with records, accounts or other materials evidencing such application, at such intervals as requested by the Facility Agent from time to time; (e) promptly on upon becoming aware of such changes, any information regarding any changes in any Obligor's legal status, properties, operations, financial and business conditions or cash flow position that would reasonably be expected to materially and adversely affect that Obligor's ability to perform any of its liabilities and obligations under the Finance Documents to which such Obligor is a party; (f) promptly upon becoming aware of them, the details of any damage events or circumstances that would reasonably be expected to or destruction materially and adversely affect an Obligor's ability to perform any of its liabilities and obligations under the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement Finance Documents to which such Obligor is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureparty; and (kg) upon request by any other information in respect of the Obligors as the Facility AgentAgent may reasonably request. If any information referenced in this Clause 18 is publicly available (including, copies without limitation, pursuant to filings made with the U.S. Securities and Exchange Commission or any stock exchange on which shares in or other securities of all Transaction Authorisations the Guarantor are listed or any electronic website maintained by or on behalf of the Guarantor or the Borrower that are publicly available, including, without limitation, through the XXXXX (if anyElectronic Data Gathering, Analysis and Retrieval) obtained by itsystem or any comparable system), the obligation to deliver such information will be deemed to be satisfied.

Appears in 1 contract

Samples: Facility Agreement (Tiffany & Co)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched dispatched in paper form by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as Group and which if adversely determined are reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (ic) promptly on becoming aware promptly, all official orders and Authorisations obtained in relation to the Acquisition Agreement and the Offer (if any); (d) regularly, at any time following the signing of themthe Acquisition Agreement by the parties thereto but only until the Offer is closed, information as to the status and progress of the Offer; (e) promptly, at any time following the signing of the Acquisition Agreement by the parties thereto but only until the Acquisition is consummated, the details of any damage amendment or change to, or waiver and/or consent granted under, the Acquisition Agreement and/or the Tender Offer Documents (other than those that are not permitted to be disclosed under applicable laws or destruction regulation or of a minor or technical nature or that do not affect the interests of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureFinance Parties in their capacity as such); and (kf) upon promptly, such other appropriate information regarding the financial condition, business and operations of the Group and (until the Acquisition has been consummated, to the extent accessible and permitted to be disclosed) of Target and the Target Group as the Agent or any Finance Party (through the Agent) may reasonably request in accordance with generally established customary banking practice and/or regulatory requirements. However, no information shall be requested with reference to generally established customary banking practice if this information does not fall into the type and scope of information required to be publicly disclosed under the current Exchange Rules (Börsenordnung) for the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) published by Deutsche Börse AG regarding issuers whose shares are admitted for trading in the Facility Agentregulated market (Regulierter Markt) of the Frankfurt Stock Exchange and are quoted in the related “Prime Standard” segment, copies of all Transaction Authorisations (if any) obtained by ittaking into account any disclosure exemptions agreed between the Borrower and Deutsche Börse AG.

Appears in 1 contract

Samples: Credit Facility Agreement (Sap Ag)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all the Lenders, if the Facility Agent so requests) the following, in each case in respect of the Lenders), subject to any duty of confidentiality which it may have to third parties Borrower (whom it will promptly approach in order to seek any necessary consents where applicableunless otherwise noted): (a) copies of all material documents despatched dispatched by it the Borrower to its creditors (other than trade creditors) generally generally, or any to a class of them its creditors generally, at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Borrower and which might, if adversely determined, reasonably be expected to involve potential or alleged liability in excess of one million (1,000,000) Euro (or its equivalent in other currencies on the date of their determination); (c) promptly upon becoming aware of them, the details of any insurance claims, claims made under the Project Documents or material changes to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion Project which might reasonably be expected to involve potential or alleged liability of the Facility Agent acting Borrower in excess of five million (5,000,000) Euro (or its equivalent in other currencies on the instructions date of the Majority Lenderstheir being determined or made); (d) promptly upon becoming aware of them, any material conflicts or breaches of any law or regulation applicable to it; (e) promptly upon becoming aware of them, the details of any material collective labour dispute which is current, threatened or pending against the Borrower; (f) promptly upon becoming aware of them, the details of any change in the Credit Rating or in the rating of the Facility (if any) or in the published outlook of either; (g) promptly upon the Borrower becoming aware of any such filing, notice of any SEC filings by the Guarantor; (h) promptly, upon receipt thereof by the Borrower: (i) periodic technical progress reports, including, copies of reports relating to “Fab Construction Weathertight” and “Clean Room Ready for Equipment” as soon received by the Borrower from the Project Engineer; and (ii) a copy of the confirmation of “first silicon out” as reasonably practicable on requestprovided by the Technical Adviser; (i) promptly, details of any changes to the Borrower’s, the Guarantor’s, the General Partner’s and/or (upon becoming aware of it) the Second General Partner’s accounting periods and all changes of the Borrower’s, the General Partner’s and/or the Second General Partner’s articles of association or equivalent constitutional documents; (j) promptly, details of any material events or circumstances affecting its business (wesentliche Geschäftsvorgänge) and, promptly at the request of the Facility Agent, a report summarising its financial condition and operations; (k) promptly, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition condition, business and operations of the Owner or regarding Borrower, the Guarantor, the General Partner and/or (upon becoming aware of it) the Second General Partner as any matter relevant to, or to any provision of, a Finance Document as Party (through the Facility Agent Agent) may reasonably request; (el) as soon as reasonably practicable on promptly, the details of any amendments, variations, novations, supplements or terminations of any Transaction Document to which a Finance Party is not a party; and (m) promptly upon becoming aware of them, the details of relating to any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer minimum equity contributions under the terms Partnership Agreement and/or Subordinated Loans under the Subordinated Loan Agreement(s) not having been paid in by a Limited Partner who is not a member of the Group in accordance with the agreed milestones for such contributions, and shall ensure that senior management is available once a year for the purpose of a Drilling Charter) made against it under meeting with the Shipbuilding Contract, Lenders and the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take Facility Agent in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itthereto.

Appears in 1 contract

Samples: Term Loan Facility Agreement (Advanced Micro Devices Inc)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of to the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableextent not already disclosed): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any material litigation, arbitration or administrative proceedings involving the Borrower which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)or pending; (db) as soon as reasonably practicable on requestpromptly, such further information, information in electronic form by email attachments its possession or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), control regarding the its financial condition and or operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (ec) as soon as reasonably practicable on promptly upon becoming aware of them, details of any event claim made by the Borrower under any Insurance where such claim is for a sum in excess of £100,000 (before deductibles) or circumstance which is a Force Majeure Eventwhere the amount of such claim when aggregated with all other amounts claimed by the Borrower under any Insurances during the previous six months exceeds £500,000; (fd) promptly on upon becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice all valid notices of default, termination, or material dispute claims or claim (including notices provided by the Charterer under the terms of a Drilling Charter) material demands made against it under the Shipbuilding a Project Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with Plant and details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Chartersame; (he) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, promptly upon becoming aware of the samethem, notification details of any strikes unplanned shutdown of any Unit in excess of 10 days or industrial action taken any material suspension or proposed to be taken by the Manager material reduction of coal supply; (f) promptly upon becoming aware of them, details of any event which may constitute a Force Majeure Event under any Project Contract or its employeesStation Contract; (g) promptly upon becoming aware thereof, subcontractors or personnel from time to time details of any event which has or may reasonably be expected to would have a Material Adverse Effect; (ih) promptly on upon becoming aware of them, details of any material damage to or destruction of the Vessel Plant; (i) promptly upon becoming aware thereof, details of any non-compliance with any applicable Environmental Law or applicable Environmental Licence of which it is aware and of any Environmental Claim or any breakdown suspension, revocation or modification of any part of Environmental Licence which would, in each case, have a Material Adverse Effect and its proposals for the Vessel, where the cost of repair or reinstatement is likely action to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage be taken with respect to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000those matters; (j) promptly on upon becoming aware of themthereof, details of any proposal actual or suspected Environmental Contamination and its proposals for an amendment remedying or waiver otherwise addressing that Environmental Contamination; (k) promptly upon becoming aware thereof, details of any future requirement under any applicable Environmental Law or any applicable Environmental Licence in respect of the Plant which would have a Related Contract other than amendments or waivers of an administrative or non-material natureMaterial Adverse Effect; and (kl) promptly upon request by becoming aware thereof, details of any mining or other activity which commences or is planned to commence beneath the Facility Agent, copies Plant or any part of all Transaction Authorisations (if any) obtained by itit which is likely to cause material disturbance to the operation of the Plant or necessitate any material expenditure in relation to the Plant and set out the actions which it intends to take to mitigate such disturbances or expenditure.

Appears in 1 contract

Samples: Credit Agreement (British Energy Group PLC)

Information: miscellaneous. The Owner must (a) Bidco shall supply promptly or procure that there shall be supplied (in electronic form and; if requested, hard copy) promptly to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (ai) copies of all notices, reports or other documents despatched by it or on behalf of any Obligor to its creditors (other than trade in their capacity as creditors) generally in relation to it or any class member of them at the same Group; (ii) a copy of any material report or other notice, statement or circular, sent or delivered by an Obligor or to the Security Agent pursuant to any Bidco Security Document to any person in its capacity as shareholder of an Obligor, which materially adversely affects the interest of the Finance Parties under such Bidco Security Document; (iii) such other material information regarding an Obligor and which is in the possession or control of an Obligor as the Facility Agent may from time as they are despatched;to time reasonably request; and (iv) from the Closing Date, any information provided to the Ziggo Facility Agent under the Ziggo Finance Documents. (b) copies Bidco shall provide the Facility Agent with a copy of all reports provided any amendment made to, or waiver granted in respect of, the Ziggo Acquisition Agreement after the Signing Date. (c) In the case of an Advance (other than an Additional Facility Advance) made prior to the Owner by Closing Date, Bidco shall, within 5 Business Days of the Manager pursuant Closing Date, for the purposes of a Margin Ratchet calculation deliver to the Management AgreementFacility Agent a certificate signed by an authorised officer of Bidco establishing at the date of such certificate the ratios of (i) Senior Net Debt to Annualised EBITDA and (ii) Total Net Debt to Annualised EBITDA, in each case, within five (5) Business Days for the immediately preceding Ratio Period but after giving pro forma effect to such Advance and the use of receipt any proceeds of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders);Advance. (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as Bidco shall procure that the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details is provided with a copy of any event or circumstance which is certificate delivered as a Force Majeure Event; (f) promptly on becoming aware of them, details condition precedent to the utilisation of any event Facility under (and as defined in) the Refinancing Facilities Agreement for the purposes of determining the margins under that agreement within 5 Business Days of the date on which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by such certificate is delivered to the Charterer Ziggo Facility Agent under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itRefinancing Facilities Agreement.

Appears in 1 contract

Samples: Acquisition Facilities Agreement (Liberty Global PLC)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agents (and, if in hard copyrequested by the Agent, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableBanks): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge (and belief, threatened against it and which, in each case, would have a Material Adverse Effect (which in the reasonable opinion of the Facility Agent acting Borrower, after taking any appropriate legal advice, there is a reasonable prospect of a determination adverse to the interests of the relevant member of the Group) which are reasonably likely to have a material adverse effect on the instructions financial condition of the Majority Lenders)Group or on the ability of the Borrower to perform its obligations under the Finance Documents; (b) promptly, details of all amendments to each Material Licence or each Regulatory Order held by or relating to the Borrower or a Principal Subsidiary which may be material to the decision of a person whether or not to provide finance to the Borrower had such a decision been required at the time of such amendment and all material notices received by the Borrower or a Principal Subsidiary from the Authority or any other relevant authority in any applicable jurisdiction in relation to its Material Licences and Regulatory Orders; Back to Contents (c) promptly, details of any Regulatory Order relating to a Principal Subsidiary made after the date of this Agreement which may be material to the decision of a person whether or not to provide finance to the Borrower had such a decision been required at the time such Regulatory Order was made; (d) at the same time as soon they are despatched, all documents despatched by the Borrower to its shareholders generally (or any class of them) or its creditors generally in their respective capacities as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably requestsuch; (e) as soon as reasonably practicable on becoming aware of thempracticable, details such further information in the possession or control of any event or circumstance member of the Group regarding its financial condition as any Finance Party through either Agent may reasonably request and which is a Force Majeure Eventsuch member of the Group may reasonably provide having regard to its existing legal obligations from time to time; (f) promptly within 10 days of the date on becoming aware of themwhich they are filed with the Securities and Exchange Commission, details of any event which has a Material Adverse Effect;the Group’s quarterly return (if any) with the Securities and Exchange Commission; and (g) as soon as they are availablepromptly, copies details of any notice of defaultall declarations and applications made by it and all relevant notices, termination, material dispute approvals and orders issued to it or claim (including notices provided received by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take PUHCA in relation to this Agreement or any Utilisation hereunder which may be material to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms decision of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination person whether or material claim made against it under the Management Agreement together with details of any action it proposes not to take in relation provide finance to the same and, upon becoming aware Borrower had such a decision been required at the time of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itsuch amendment.

Appears in 1 contract

Samples: 364 Day Multi Currency Revolving Credit With Term Out Option (National Grid Transco PLC)

Information: miscellaneous. The Owner must Borrower shall supply to the Bridge Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Bridge Facility Agent so requests): (a) copies of all documents despatched (or, in the case of item (2), other information) dispatched or made available by it (1) the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) as required by law, or (2) by the Borrower or any other Obligor to (other than in the ordinary course of its business) its creditors generally (in each case) at the same time as they the foregoing are despatcheddispatched or made available; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGroup, such further information, in electronic form by email attachments or hard copy (andand which would, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant tohave, or reasonably be expected to any provision ofhave, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (gc) as soon as they are availablepromptly, copies such information or projections regarding the financial condition, business or assets of any notice member of defaultthe Group as any Finance Party (through the Bridge Facility Agent) may reasonably request, terminationsubject to any confidentiality restrictions or other legal restrictions on the provision of such information to the Bridge Facility Agent or the Lenders (provided that such restrictions have not been entered into with a view to circumventing this requirement); (d) promptly upon request by any Finance Party (through the Bridge Facility Agent), material dispute a copy of the shareholder register (or claim equivalent) of the Borrower; (including notices provided by the Charterer under the terms of a Drilling Chartere) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with reasonable details of any action it proposes to take in relation Tender made for any of the Target Bonds (including details as to the same and notice level of acceptances received relating to any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Chartersuch Tender); (hf) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of thempromptly, details of any damage to or destruction member of the Vessel Senior Management (or any breakdown replacement of any part of Senior Management) resigning or terminating his/her office or ceasing to be employed by the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000;Borrower; and (jg) promptly on becoming aware of thempromptly, details of any proposal for an amendment disposal, report or waiver insurance claim which will require a prepayment of a Related Contract Initial Loans under Clause 7.7 (Disposal, Insurance, Report and Flotation Proceeds), subject in each case (other than amendments pursuant to paragraphs (iv) to (vii) above inclusive) to any confidentiality or waivers regulatory restrictions relating to the supply of an administrative information relating to the Target or non-material nature; and (k) upon request by members of the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itTarget Group.

Appears in 1 contract

Samples: Bridge Facility Agreement (Nordic Telephone CO ApS)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all the Lenders, if the Facility Agent so requests) the following, in each case in respect of the Lenders), subject to any duty of confidentiality which it may have to third parties Borrower (whom it will promptly approach in order to seek any necessary consents where applicableunless otherwise noted): (a) copies of all material documents despatched dispatched by it the Borrower to its creditors (other than trade creditors) generally generally, or any to a class of them its creditors generally, at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Borrower and which might, if adversely determined, reasonably be expected to involve potential or alleged liability in excess of one million (1,000,000) EUR (or its equivalent in other currencies on the date of their determination); (c) promptly upon becoming aware of them, the details of any insurance claims, claims made under the Project Documents or material changes to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion Project which might reasonably be expected to involve potential or alleged liability of the Facility Agent acting Borrower in excess of five million (5,000,000) EUR (or its equivalent in other currencies on the instructions date of the Majority Lenderstheir being determined or made); (d) promptly upon becoming aware of them, any material conflicts or breaches of any law or regulation applicable to it; (e) promptly upon becoming aware of them, the details of any material collective labour dispute which is current, threatened or pending against the Borrower; (f) promptly upon becoming aware of them, the details of any change in the Credit Rating or in the rating of the Facility (if any) or in the published outlook of either; (g) promptly upon the Borrower becoming aware of any such filing, notice of any SEC filings by the Guarantor; (h) promptly, upon receipt thereof by the Borrower: (i) periodic technical progress reports, including, copies of reports relating to “Fab Construction Weathertight” and “Clean Room Ready for Equipment” as soon received by the Borrower from the Project Engineer; and (ii) a copy of the confirmation of “first silicon out” as reasonably practicable on requestprovided by the Technical Adviser; (i) promptly, details of any changes to the Borrower’s, the Guarantor’s, the General Partner’s and/or (upon becoming aware of it) the Second General Partner’s accounting periods and all changes of the Borrower’s, the General Partner’s and/or the Second General Partner’s articles of association or equivalent constitutional documents; (j) promptly, details of any material events or circumstances affecting its business (wesentliche Geschäftsvorgänge) and, promptly at the request of the Facility Agent, a report summarising its financial condition and operations; (k) promptly, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition condition, business and operations of the Owner or regarding Borrower, the Guarantor, the General Partner and/or (upon becoming aware of it) the Second General Partner as any matter relevant to, or to any provision of, a Finance Document as Party (through the Facility Agent Agent) may reasonably request; (el) as soon as reasonably practicable on promptly, the details of any amendments, variations, novations, supplements or terminations of any Transaction Document to which a Finance Party is not a party; and (m) promptly upon becoming aware of them, the details of relating to any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer minimum equity contributions under the terms Partnership Agreement and/or Subordinated Loans under the Subordinated Loan Agreement(s) not having been paid in by a Limited Partner who is not a member of the Group in accordance with the agreed milestones for such contributions, and shall ensure that senior management is available once a year for the purpose of a Drilling Charter) made against it under meeting with the Shipbuilding Contract, Lenders and the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take Facility Agent in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itthereto.

Appears in 1 contract

Samples: Term Loan Facility Agreement (Advanced Micro Devices Inc)

Information: miscellaneous. The Owner must (a) Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (ai) copies of all documents despatched dispatched by it any Obligor or any Group Member to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors (or any class of them) generally at the same time as they are despatcheddispatched; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably)promptly, any additional technical report is necessaryannouncement, the Owner will procure notice or other document relating specifically to any Group Member posted onto any electronic website maintained by any stock exchange on which shares in or other securities of any Group Member are listed or any electronic website required by any such reportstock exchange to be maintained by or on behalf of any Group Member; (ciii) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, investigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge against any Obligor or any Group Member and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andwhich might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (iv) promptly, such further information regarding (i) the financial condition, business and operations of any Group Member (including its financial statements and the details of any transfer to and from a Cash Pooling Account and the use of the proceeds of such transfer (except where applied to repay the Facilities)) and (ii) any Relevant Document; (v) promptly, such information as (x) the Security Agent may reasonably require about the Charged Property and/or (y) a Finance Party (through the Facility Agent) may reasonably require about compliance of any of the Obligors with the terms of any of the Finance Documents; (vi) promptly, notice of any change in authorised signatories of any Obligor signed by a director or company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories of such Obligor; and (vii) promptly, notice of any change in the ownership structure of the Group (provided that, in the case of the Borrower, such change would require disclosure or notification pursuant to the rules of any stock exchange on which its shares or other securities are listed); (viii) promptly on upon becoming aware of them, the details of any damage event or circumstance which will give rise to or destruction any requirement for any prepayment of the Vessel Loans or any breakdown of any part of the Vesselthereof under Clause 7.5 (Exit Event) or Clause 8.1 (Debt, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Disposal, Equity Issuance and Insurance Proceeds); (jix) promptly on upon becoming aware of themaware, the details of any proposal for an material amendment to, any material consent or waiver of a Related Contract other than amendments under, or waivers of an administrative any material breach or non-compliance of the terms of any Relevant Document by any party thereto; (x) promptly, any material naturenotification from any Governmental Agency of the PRC (including the Ministry of Education and the Ministry of Human Resources and Social Security) concerning the legality, validity, enforceability, renewal or effectiveness of any Authorisation (including any educational permit, business license, school license (办学许可证) and internet content provider license) required for the operation of the business of any VIE Group Member; (xi) promptly, any notification received under the Existing SPD Facility requiring or requesting for Security over any asset of a Group Member; and (kxii) promptly following the execution of any VIE Contract, the details of such VIE Contract. (b) Each Obligor shall promptly supply each of the Facility Agent and the Security Agent with or procure the supply to each of the Facility Agent and the Security Agent of such information as it may from time to time reasonably require for the performance of its rights and obligations under the Finance Documents. (c) In the event of an introduction of or any change in (or in the interpretation, administration or application of) any law or regulation (in each case whether actual or proposed) concerning or relating to: (i) an Authorisation required for the operation of the business of any VIE Group Member (including in connection with the Regulations on the Implementation of the PRC Law for Promoting Private Education or the Opinions of the General Office of the State Council on Regulating the Development of Afterschool Tutoring Institutions); (ii) a PRC VIE Structure in general or a PRC VIE Structure applicable to the industry in which the VIE Group operates or foreign investment in education services business in the PRC (including in connection with the Foreign Investment Law); or (iii) the ability of Onshore Group Members to engage in foreign exchange activities or remit funds to Offshore Group Members (including in connection with the SAFE Rules) or to otherwise perform their obligations under the Finance Document, the Borrower shall, at its cost and promptly upon request by a Finance Party, supply a written memorandum from the legal adviser to the Facility Agent, copies of all Transaction Authorisations Agent explaining such introduction or change and the effect (if anyanticipated or actual) obtained on the transactions contemplated by itthe Finance Documents (and which memorandum shall be addressed to the Finance Parties).

Appears in 1 contract

Samples: Senior Facilities Agreement (OneSmart International Education Group LTD)

Information: miscellaneous. The Owner must Borrower shall supply the following to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of each Lender, if the Lenders), Facility Agent so requests) in each case subject to any duty of the confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):provisions contained herein: (a) copies without prejudice to Clause 5.5 (Loan Disbursement and Payment) hereof, descriptions of all documents despatched by it and information relating to its creditors the withdrawal and use of the funds in the Loan Disbursement Account, including, without limitation, the following information relating to any single sum of funds: time of withdrawal, payee, receiving account number, amount of payment, purpose, contract number (other than trade creditorsif any) generally or any class and a copy of them at the same time as they are despatchedcontract (if any); (b) copies of all reports provided to the Owner material documents dispatched by the Manager pursuant Borrower or any other member of the Group to its shareholders (or any class of them) or its creditors in connection with the Management Agreementtransactions contemplated under the Finance Documents; (c) promptly upon becoming aware of them, but in each case, within any event no later than five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on after becoming aware of them, and in writing, the details of any material litigation, arbitration or administrative proceedings which are current, threatened or pending or, to against an Obligor or any member of the best of its knowledge and belief, threatened against it and whichGroup, in each case, which would have reasonably be expected to result in a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)Effect; (d) as soon as reasonably practicable on requestpromptly, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition condition, business and operations of the Owner Obligors or regarding the Group as any matter relevant to, or to any provision of, a Finance Document as Party (through the Facility Agent Agent) may reasonably request; (e) all such relevant records or information as soon as any Finance Party (through the Facility Agent) may reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Eventrequest evidencing that the Obligors and the Guarantor have the ability to perform their obligations under the Finance Documents; (f) promptly on becoming aware of them, details in case of any change in the authorised signatories of any Obligor, the Obligor shall, promptly (but in any event which has no later than five (5) Business Days after such change is made), give the Facility Agent a Material Adverse Effectnotice signed by a director, legal representative or authorised corporate officer or secretary (if applicable) or board resolutions of such Obligor, accompanied by the authorisation documents for and specimen signatures of any new authorised signatories; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take process report in relation to the same and notice construction or operation (after duly completed) of the Project in quarter or any charterhire reduction longer time as agreed by the Facility Agent (acting on the instruction of the Majority Lenders),and/or proposed charterhire reduction under other report which would reflect the terms valuation of a Drilling Charter;the Project; and (h) as soon as they are available, copies any document and information reasonably required by any Finance Party for the purpose of any notice of default, termination “know your customer” checks or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware such other information of the same, notification Obligors or any member of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or Group as it may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itrequest.

Appears in 1 contract

Samples: Facility Agreement (Lamb Weston Holdings, Inc.)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge (and belief, threatened against it and which, in each case, would have a Material Adverse Effect (which in the reasonable opinion of the Facility Agent acting Obligor, after taking any appropriate legal advice, there is a reasonable prospect of a determination adverse to the interests of the relevant member of the Group) which are reasonably likely to have a material adverse effect on the instructions financial condition of the Majority LendersGroup or on the ability of the Obligors (taken as a whole) to perform their obligations under the Finance Documents (including, without limitation, the obligations of the Initial Borrowers under Clause 20.19 (Group Financial covenants) and Clause 20.20 (NG Company Financial Covenants) and the obligations of the Guarantors under Clause 18 (Guarantee)); (b) promptly, details of all amendments to each Licence (if any) held by an Obligor or a Principal Subsidiary and all material notices received by an Obligor or a Principal Subsidiary from the Director or any other relevant authority in any applicable jurisdiction in relation to its Licence; (c) in the case of NGG only, at the same time as they are despatched, all documents despatched by NGG to its shareholders generally (or any class of them) or its creditors generally in their respective capacities as such; (d) as soon as reasonably practicable on requestpracticable, such further informationinformation in the possession or control of any member of the Group regarding its financial condition as any Finance Party through the Agent may reasonably request and which such member of the Group may reasonably provide having regard to its existing legal obligations from time to time; (e) within 10 days of the date on which they are filed with the Securities and Exchange Commission, the Group's quarterly return (if any) with the Securities and Exchange Commission; and (f) promptly, details of all applications made by it and relevant notices and orders issued to it or received by it under PUHCA in electronic form by email attachments relation to this Agreement or hard copy (and, if in hard copy, any Utilisation hereunder. each in sufficient copies for all of the Lenders)Banks, regarding if the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itso requests.

Appears in 1 contract

Samples: Loan Agreement (National Grid Group P L C)

Information: miscellaneous. The Owner must Company shall, supply or inform (as the case may be) , to the Facility Agent, in electronic form by email attachments or hard copy Trustee for the benefit of each Secured Party (and, if in hard copy, in sufficient copies for all of the Lenders)Secured Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):if the Trustee so requests) the following: (a) copies within 15 (fifteen) days from the Deemed Date of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at Allotment, the same time as they are despatchedEnd Use Certificate; (b) copies promptly, all documents with respect to any notice of all reports provided meeting, minutes, agenda and such other documents which are dispatched by it generally to the Owner by the Manager pursuant to the Management Agreementits shareholders or class, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), if any additional technical report is necessary, the Owner will procure such reportor its creditors; (c) as soon as reasonably practicable on becoming aware promptly, any notice received by the Company in respect of them, details payment of any litigation, arbitration or administrative proceedings which outstanding taxes that are current, pending or, to the best of its knowledge and belief, threatened against it and which, material in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)nature; (d) as soon as reasonably practicable on requestpromptly, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition condition, business and operations of the Owner Company or regarding its assets (including any matter relevant totransactions the Company enters into and business integrity matters), or to any provision of, a Finance Document as the Facility Agent Trustee may reasonably request; (e) as soon as reasonably practicable on becoming aware of thempromptly, details of any event which has, or circumstance which if adversely determined, has or is likely to have a Force Majeure EventMaterial Adverse Effect, together with steps taken by the Company to cure the same; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same andpromptly, upon becoming aware of the same, notification breach by the Company of any strikes covenants, representations or industrial action taken warranties in the Transaction Documents including any change in the factual position in relation to the subject matter thereto; (g) promptly notify the Trustee, upon becoming aware of: (i) any litigation, regulatory or proposed to be taken by the Manager administrative proceedings before any Authority or its employees, subcontractors or personnel from time to time arbitral body which has had or, if determined adversely, has or may reasonably be expected likely to have have, a Material Adverse Effect, notify the Trustee of that event specifying the nature of that litigation or those proceedings and the steps it is taking or proposes to take with respect thereto; (ii) any litigation, administrative regulatory or criminal investigations or proceedings or any freezing of assets by a governmental Authority in respect of the Company or its Senior Management with regard to money laundering or financing of terrorism; (iii) any Event of Default and any steps the Company is taking, or proposes to take, to remedy it; (iv) any decision made by the Company or any Governmental Authority to initiate a corporate insolvency process (by whatever name called) under the IBC or other Applicable Laws in respect of the Company; (v) upon receipt of any information, letter, communication or other document from any creditor relating to a delay in payments due by the Company to such creditor or any other document or other information of which the Company becomes aware or has knowledge of in relation to initiation of a corporate insolvency process (by whatever name called) by any creditor or an application made or threatened in writing to be made by any financial creditor in relation thereto, and (vi) any decision made by the Company to initiate a corporate insolvency process (by whatever name called) or any discussions by the board of directors of the Company in respect thereof, in each case, by electronic mail of such communication or decision or discussions. (h) promptly, of any material loss or damage, which the Company may suffer due to force majeure circumstances or act of God against which the Company may not have insured its properties; (i) promptly on becoming aware promptly, copies of themall notices of default, details termination, or material claims or material demands made against it or by it under any material contract to which it is a party and notify the Trustee about any action or event pertaining to or having the effect of, revocation, repudiation, denial or cancellation of any damage to or destruction Authorisation for the conduct of the Vessel business by the Company or a default or event of default (howsoever described) under any breakdown of agreement in connection with any part Financial Indebtedness of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Company; (j) promptly on becoming aware promptly, any such change that is likely to result in a Change of themControl; (k) promptly, the details of any proposal proceedings, which are current, threatened or pending, which materially affects or affect the Debenture Trust Property; (l) promptly, notice of any change in the authorised signatories to the Escrow Account, signed by any director or company secretary of the Company, whose specimen signature has previously been provided to the Trustee, accompanied (where relevant) by a specimen signature of each new signatory; (m) promptly upon the happening of any labour strikes, lockouts, shut-downs, fires or any event likely to substantially affect the Company’s profits or business and the reasons thereof; (n) promptly, without any demur or protest, such signed documents and writings and at such periodic intervals, as may be required by any Secured Party, acknowledging the outstanding amounts under the Transaction Documents, for an amendment the purpose of Section 18 of the Xxxxxxxxxx Xxx, 0000; (o) promptly, provide any information and documents that may be reasonably required by the Trustee or waiver the Debenture Holders from time to time under any requirements imposed by any Governmental Authority or as may be required under Applicable Law; (p) whenever required by any Secured Party, promptly, full particulars of a Related Contract other than amendments the Transaction Security or waivers of an administrative or non-material natureany part thereof and shall furnish and verify all statements, reports, returns, certificates and information from time to time and as required by any Secured Party and furnish and execute all necessary documents to give effect to and perfect the Transaction Security created under the Transaction Documents; and (kq) upon request by provide all information as required under Applicable Laws including: (i) updated list of holders of the Facility Agent, copies Debentures Holders within 3 (three) days from the Deemed Date of all Transaction Authorisations Allotment; (if anyii) obtained by itan updated list of Debenture Holders every 7th (seventh) day of the succeeding month until the Final Settlement Date; and (iii) each Interest Payment Date and the relevant Redemption Date on the date falling on the commencement of each Financial Year.

Appears in 1 contract

Samples: Debenture Trust Deed

Information: miscellaneous. The Owner Parent must supply to the Facility Agent, Purchaser (to the extent that no such disclosure shall be made in electronic form by email attachments breach of any legal or hard copy (and, if in hard copy, in sufficient copies for all of regulatory confidentiality obligation binding upon the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableParent): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings against any Obligor which are current, threatened or pending and which have or, to the best of its knowledge and beliefif adversely determined, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as are reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (b) promptly upon request evidence of the payment of VAT and other Taxes; (c) promptly upon reasonable request, copies of any authorisation required under any law or regulation required: (i) to enable an Obligor to perform its obligations under any Facility Document; or (ii) for the validity or enforceability of, any Facility Document; or (iii) to enable an Obligor to carry on its business as it is being or will be conducted; (d) promptly on upon request, such further information regarding the financial condition, assets and operations of the Group and/or any member of the Group (including any requested amplification or explanation of any item in the Accounts, budgets or other material provided by any Obligor under this Agreement) as the Purchaser may reasonably request; (e) promptly upon becoming aware of them, details of any damage material change in the nature of (A) any Obligor's business from that carried on as at the Start Date applicable to or destruction of its Facility and (B) the Vessel or any breakdown of any part of Group's business from that carried on as at the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Start Date; (jf) promptly on upon becoming aware of themany Change of Control, details a notice of any proposal such Change of Control; (g) on a monthly basis and within 30 days of the end of the relevant Accounting Period, the account payable aged balance evidencing the amount of its current Debts and past due Debts for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureeach Originator; and (kh) promptly upon request by becoming aware of any change having a Material Adverse Effect as to assets or financial condition of any Obligor since the Facility Agentdate of the most recently supplied Accounts, copies a notice of all Transaction Authorisations (if any) obtained by itsuch change.

Appears in 1 contract

Samples: Master Agreement (Chemtura CORP)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies promptly, details of an event occurs which gives rise, or may give rise, to an insurance claim of A$100,000 (or its equivalent in another currency or currencies) or more or upon an insurance claim of A$100,000 (or its equivalent in another currency or currencies) or more being refused either in whole or in part; (b) all documents despatched dispatched by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally (or any class of them) at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportdispatched; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the Group, to the best of its knowledge and belief, threatened against it and which, if adversely determined, is reasonably likely to give rise to a liability for one or more Obligors in each case, would have a Material Adverse Effect excess of A$100,000 (or its equivalent in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (danother currency or currencies) as soon as reasonably practicable on request, such further information, in electronic form by email attachments aggregate or hard copy (andwhich, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may is reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (d) promptly, such further data and information relating to the business, operations, affairs, financial condition, assets or properties of any Obligor or any of its Subsidiaries or relating to the ability of any Obligor to perform its obligations hereunder and under the Finance Documents as from time to time may be requested by any Lender (in its absolute discretion); (e) promptly, all access (to a Finance Party and its advisors) to any Obligor’s premises, assets, books, accounts and records for inspections or investigative accounting purposes as any Finance Party may reasonably request; (f) within a reasonable period of time (and, in any event, no later than 20 Business Days) after the acquisition or creation of any new Subsidiary of the Borrower after the date of this Agreement, the name of each such entity that becomes a Subsidiary of the Borrower after the date of this Agreement; (g) promptly, notice of any change in Authorised Officers of any Obligor signed by a director or secretary of the Obligor accompanied by specimen signatures of any new signatories and provide such information as to permit each Lender to satisfy its ‘know your customer’ obligations in respect of any new Authorised Officer; (h) promptly after the then current Group Structure Chart becomes incorrect or misleading (including as a result of the acquisition or incorporation by it of a new Subsidiary where permitted under this Agreement), an updated Group Structure Chart; (i) promptly within ten (10) days following the date on becoming aware of themwhich the Borrower’s Auditors resign or the Borrower elects to change Auditors, details of any damage to or destruction of as the Vessel or any breakdown of any part of case may be, notification thereof, together with such further information as the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000;Lenders may request; and (j) promptly on becoming aware notification of: (i) any motor vehicles or other property acquired by any Obligor (or its equivalent in another currency or currencies) per motor vehicle or item of themproperty which the PPSA regulations provide may, details or must, be described by serial number in a registration under the PPSA; (ii) any change of the jurisdiction in which any of its property that is subject to a Security Document with a value greater than A$100,000 (or its equivalent in another currency or currencies) is situated, other than in respect of any proposal for property that is subject to a Security Document governed by the laws of Australia remains within Australia; and (iii) any of the following events, at least 7 days before it occurs: (A) an amendment Obligor or waiver of a Related Contract other than amendments Trust changes its name; (B) any ABN, ARBN or waivers of ARSN allocated to an administrative Obligor or non-material naturea Trust changes, is cancelled or otherwise ceases to apply to it (or if it does not have an ABN, ARBN or ARSN, one is allocated, or otherwise starts to apply, to it); and (kC) upon request by the Facility Agentan Obligor becomes trustee of a trust, copies of all Transaction Authorisations (if any) obtained by itor a partner in a partnership, not otherwise stated in this Agreement.

Appears in 1 contract

Samples: Senior Loan Note Subscription Agreement (Tritium DCFC LTD)

Information: miscellaneous. (a) The Owner must Original Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lender: (ai) copies of all documents despatched dispatched by it the Original Borrower to its creditors generally (other than trade creditors) generally or any class of them them) at the same time as they are despatcheddispatched; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details (limited to relevant information reasonably determined by the Original Borrower, or any information reasonably requested by the Lender, in each case subject to any confidentiality or legal professional privilege limitations) of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to against any member of the best of its knowledge Group and belief, threatened involve a claim exceeding $5,000,000 or that if adversely determined against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (iiii) promptly on becoming aware of them, details any proposal of any damage Governmental Agency to or destruction compulsorily acquire any of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000its assets; (jiv) promptly on becoming aware the acquisition by it of them, details a Subsidiary; (v) the acquisition by it or any of its Subsidiaries of any proposal for an amendment interest in real property; (vi) promptly, such further information regarding the financial condition, business and operations of any Secured Property or waiver any member of the Group as the Lender may reasonably request; (vii) promptly, notice of any change in Authorised Officers of any Borrower signed by a Related Contract other than amendments director or waivers secretary of an administrative or non-material naturethe Borrower accompanied by specimen signatures of any new signatories; and (kviii) upon request if it becomes aware of any circumstances which may give rise to a claim or to a requirement of substantial expenditure by it, or cessation or alteration of its activity which would have a Material Adverse Effect it must promptly notify the Lender giving full and complete details of it and of the action it is taking and intends to take to remedy or reduce the effects of such circumstances. (b) The Obligors shall promptly comply with any written notice requesting the granting of access to the Lender or persons authorised by the Facility AgentLender on reasonable notice, and during normal business hours to inspect any premises related to the Group and any Secured Property and take copies of all Transaction Authorisations its records and each Obligor undertakes for the benefit of the Lender to do everything in its power to assist the relevant Obligor to comply with its obligations under this Clause. The notice period given under this Clause is to be determined by the Lender (if anyacting reasonably). Such notice may not be delivered more than once during any 12 month period, unless a Default is continuing, in which case, unlimited notices may be delivered while the Default is continuing. The Lender or any person authorised by the Lender to conduct such inspection must comply with any policies or procedures of the Obligors during any such inspection, using reasonable efforts and to the extent the Lender and that person is actually made aware of such policies and procedures only. For the avoidance of doubt, nothing in this Clause 20.4(b) obtained by itrestricts or replaces any rights of the Lender pursuant to Clause 23.17.

Appears in 1 contract

Samples: Facility Agreement (Oil States International, Inc)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy BPIAE Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the BPIAE Agent so requests): (a) copies of all documents despatched filed by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatchedParent with the U.S. Securities and Exchange Commission; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the NEXT Group, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would are reasonably likely to have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (gc) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, promptly upon becoming aware of the samerelevant claim, notification the details of: (i) any claim which is current, threatened or pending against any person in respect of the NEXT System Documents (and, in the case of a NEXT System Document other than a Material NEXT System Document, which are reasonably likely to have a Material Adverse Effect if adversely determined); (ii) any notice of any strikes violation of any applicable law received by any member of the NEXT Group thereof from any Governmental Authority including, without limitation: (A) any notice of violation of any Environmental Law and the details of any Environmental Claim which are current, threatened or industrial action taken pending against any member of the NEXT Group; and (B) any facts or proposed circumstances which are reasonably likely to be taken by result in any Environmental Claim being commenced or threatened against any member of the Manager NEXT Group, in each case where such violation or its employeesclaim, subcontractors or personnel from time to time which has or may if determined against that member of the NEXT Group, could reasonably be expected to have a Material Adverse Effect; and (iii) any expropriation, disposal or insurance claim which may require a prepayment under Clause 8.2 (Insurance, Capital Raising and Expropriation Proceeds) or 8.3 (Launch Insurance Proceeds); (d) promptly upon becoming aware of it, details of any risk that makes it reasonably likely that the Borrower will require the use of a back-up launch provider pursuant to Schedule 22 (Back-Up Launch Strategy); (e) promptly, such information as the Security Agent or the U.S. Collateral Agent may reasonably require about the Charged Property and compliance of the Obligors with the terms of any Transaction Security Documents; (f) promptly on request, such further information regarding the financial condition, assets and operations of the NEXT Group and/or any member of the NEXT Group (including any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Obligor under this Agreement as any Finance Party through the BPIAE Agent may reasonably request); and (g) promptly upon becoming aware of it, details of: (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Reportable Event; (jii) promptly on becoming aware the termination of themor withdrawal from, details or any circumstances reasonably likely to result in the termination of or withdrawal from any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material naturePlan; and (kiii) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by ita claim or other communication alleging material non-compliance with any law or regulation relating to any Plan which is reasonably likely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Supplemental Agreement (Iridium Communications Inc.)

Information: miscellaneous. The Owner must supply Documents required to be delivered pursuant to Sections 6.01 and 6.02 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Company (or any direct or indirect parent of the Company) posts such documents, or provides a link thereto on the website on the Internet at the website address listed on Schedule 6.07; or (ii) on which such documents are posted on the Companys behalf on IntraLinks/IntraAgency or another website identified in the notice provided pursuant to clause (z) immediately below, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (y) upon written request by the Administrative Agent or any Lender, the Company shall deliver paper copies of the information referred to in Sections 6.01, 6.02 or 6.04 as requested by the Administrative Agent or Lender (as applicable) and (z) the Company shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents. Notwithstanding anything contained herein, in every instance Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.04 to the Facility Administrative Agent; provided, in however, that if such Compliance Certificate is first delivered by electronic form means, the date of such delivery by email attachments electronic means shall constitute the date of delivery for purposes of compliance with Section 6.04. Each Lender shall be solely responsible for timely accessing posted documents or hard copy (and, if in hard copy, in sufficient requesting delivery of paper copies for all of such documents from the Lenders), subject to any duty Administrative Agent and maintaining its copies of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): such documents. The Company hereby acknowledges that (a) copies the Administrative Agent and/or the Joint Lead Arrangers will make available to the Lenders materials and/or information provided by or on behalf of all documents despatched the Company hereunder (collectively, Company Materials) by it to its creditors posting the Company Materials on IntraLinks or another similar electronic system (other than trade creditorsthe Platform) generally or any class of them at the same time as they are despatched; and (b) copies certain of all reports provided the Lenders may be public-side Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Owner by Company or its securities) (each, a Public Lender). The Company hereby agrees that it will identify that portion of the Manager pursuant Company Materials that may be distributed to the Management AgreementPublic Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked PUBLIC which, at a minimum, shall mean that the word PUBLIC shall appear prominently on the first page thereof; (x) by marking Company Materials PUBLIC, the Company shall be deemed to have authorized the Administrative Agent, the Joint Lead Arrangers and the Lenders to treat such Company Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Company or its securities for purposes of United States federal and state securities laws (provided, however, that to the extent such Company Materials constitute Information, they shall be treated as set forth in each case, within five Section 11.16); (5y) Business Days of receipt of such report by the Owner and if, in the opinion all Company Materials marked PUBLIC are permitted to be made available through a portion of the Facility Platform designated Public Investor; and (z) the Administrative Agent (acting reasonably), and the Arrangers shall be entitled to treat any additional technical report is necessary, the Owner will procure such report; (c) Company Materials that are not marked PUBLIC as soon as reasonably practicable being suitable only for posting on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion portion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itPlatform not designated Public Investor.

Appears in 1 contract

Samples: Bridge Loan Agreement (Lyondell Chemical Co)

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Information: miscellaneous. (a) The Owner must supply Company shall furnish to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject Agent from time to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestwith reasonable promptness, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all information regarding the business and financial condition of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document Company as the Facility Agent may reasonably request. (b) The Company shall promptly notify the Facility Agent of any material business or financial event, including without limitation, any litigation, arbitration, administrative or other proceedings being commenced, which would reasonably be expected to adversely affect its ability to perform its obligations under the Finance Documents. (c) Subject to paragraph (d) of this Clause 17.3, the Company must promptly on the request of any Finance Party supply to that Finance Party any documentation or other evidence that is reasonably requested by that Finance Party (whether for itself, on behalf of any Finance Party or any prospective new Lender) to enable a Finance Party or prospective new Lender to carry out and be satisfied with the results of all applicable know your customer requirements. (d) The Company is only required to supply any information under paragraph (a) of this Clause 17.3, if the necessary information is not already available to the relevant Finance Party and the requirement arises as a result of: (i) the introduction of any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement; (ii) any change in the status of the Company or any change in the composition of shareholders of the Company after the date of this Agreement; or (iii) a proposed assignment or transfer by the Lender of any of its rights and/or obligations under this Agreement to a person that is not a Lender before that assignment or transfer. (e) as soon as Each Lender must promptly on the request of the Facility Agent supply to the Facility Agent any documentation or other evidence that is reasonably practicable on becoming aware required by the Facility Agent to carry out and be satisfied with the results of them, details of any event or circumstance which is a Force Majeure Event;all know your customer requirements. (f) promptly The Company shall promptly, but no later than on becoming aware 30th day after the date of themthe Agreement, details deliver to the Facility Agent a copy of any event which has a Material Adverse Effect; (g) as soon as they are available, copies resolution of any notice the executives of default, termination, material dispute or claim (including notices provided by the Charterer under Company approving the terms of a Drilling Charter) made against it under of, and the Shipbuilding Contracttransactions contemplated by, the Drilling Charterthis Agreement, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware certified by an authorised signatory of the same, notification of any strikes or industrial action taken or proposed Company to be taken by the Manager or true, correct and complete and in full force and effect at its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itdate.

Appears in 1 contract

Samples: Credit Facility Agreement (United States Steel Corp)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Borrower, to the best any of its knowledge Subsidiaries or the Sponsor, and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect; (ib) until the Delisting, promptly on upon becoming aware of them, the details of: (i) any breach, alleged breach or potential breach by the Borrower, the Target or the Shareholder of any damage law, regulation, stock exchange rule or Listing Rule applicable to the Shares; (ii) any requirement that a Finance Party, the Borrower, the Target or destruction any other person must make a notification to any stock exchange, regulatory authority or similar body or to any other person in connection with the ownership of the Vessel Shares; (iii) any clearance to deal being required under the Listing Rules or any breakdown other similar law or regulation by the Borrower, in each case as a result of (A) the Shares being subject to the Transaction Security Documents, (B) the enforcement of any Transaction Security Document, or (C) any appropriation or transfer of all or any part of those Pledged Shares by or to the Vessel, where the cost of repair Finance Parties or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000any other person; (jc) promptly on becoming aware such further information regarding the Pledged Shares, the Transfer Agent Agreement or the financial condition, business and operations of them, details of any proposal for an amendment the Borrower or waiver of a Related Contract other than amendments or waivers of an administrative or non-material naturethe Sponsor as the Agent may reasonably request; and (kd) promptly upon request any change, an updated list of the specified persons duly authorised, on behalf of the Borrower, to sign and/or despatch all documents and notices (including, if relevant, any Utilisation Request) to be signed and/or despatched by it under or in connection with the Facility AgentFinance Documents to which it is a party, copies together with the specimen of all Transaction Authorisations (if any) obtained by itthe signature of each such person.

Appears in 1 contract

Samples: Facility Agreement (Madeleine Charging B.V.)

Information: miscellaneous. The Owner must Borrower and the Guarantor, as applicable, shall supply to the Facility Agent, Agent in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of each Lender the Lenders), subject following documents which are relevant to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):it: (a) copies to be supplied by the Borrower — the details of all documents despatched by it the generation of Insurance Proceeds that require prepayment pursuant to its creditors Clause 7.3 (other than trade creditors) generally or any class of them at the same time as they are despatchedMandatory prepayment — Insurance Proceeds); (b) copies of all reports provided to the Owner be supplied by the Manager pursuant to the Management AgreementBorrower, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, : (A) the details of any litigation, arbitration or arbitration, administrative proceedings or other disputes which are current, threatened or pending oragainst the Borrower, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (iB) promptly on becoming aware the details of themany labour dispute affecting the Borrower which would reasonably be expected to have a Material Adverse Effect; (C) the details of any claim, notice or other communication received by the Borrower in respect of any actual or alleged breach of or liability under Environmental Law, or any event or circumstance which is likely to result in any such claim or notice, which, if substantiated, would reasonably be expected to have a Material Adverse Effect; (D) any material information or correspondence received from the Lessor or the relevant Governmental Authorities in relation to the Lease, including but not limited to the details of any actual or potential material claim made by or against the Borrower under the Lease Agreement, details of the progress of any damage to or destruction such claim and notice of the Vessel or any breakdown resolution of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000such claim; (jE) promptly on becoming aware of them, the details of any proposal for an amendment default or waiver of a Related Contract other than amendments potential default under any agreement to use any material Intellectual Property and any current, threatened or waivers of an administrative pending assertion or non-claim challenging the validity, or contesting the rights with respect to any material nature; andIntellectual Property, in each case used by the Borrower; (kc) to be supplied by the Borrower or the Guarantor, as applicable — promptly upon request by the Facility Agent such further information regarding the financial condition, business and operations of the Borrower or the Guarantor as any Finance Party (through the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 1 contract

Samples: Facility Agreement (First Solar, Inc.)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy Mezzanine Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies promptly, but in any event within one Business Day, details of all documents despatched by it any breach of a financial covenant under the Senior Facility Agreement which could result in a Cash Sweep Event (as defined therein), notwithstanding that the Senior Borrower may not have provided a notice to its creditors the Senior Lender in accordance with paragraph (other than trade creditorsc)(ii) generally or any class of them clause 5 of section 9 (Financial Covenants) of the Senior Facility Agreement; (b) at the same time as they are despatched; (b) dispatched, copies of all reports provided documents which are required by law to the Owner be dispatched by the Manager pursuant Borrower to its shareholders generally (or any class of them) or its creditors generally (or any class of them) at the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportsame time as they are dispatched; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings or investigations which are current, threatened or pending oragainst any Obligor, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as are reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (id) promptly on upon becoming aware of them, the details of any damage to claim, notice or destruction other communication received by any Obligor in respect of the Vessel any actual or alleged breach of or liability under Environmental Law or Environmental Claim or breach, revocation or suspension of any Environmental Permit or any breakdown of any part of the Vessel, where the cost of repair event or reinstatement circumstance which is likely to exceed US$10,000,000 result in any such claim or where notice, which, if substantiated, would reasonably be expected to have a Material Adverse Effect or result in the cumulative cost liabilities of, and/or expenditure by, an Obligor in excess of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000EUR 100,000 in aggregate; (je) promptly on upon becoming aware, details of the occurrence of a Default (as that term is defined in the Senior Facility Agreement) under the Senior Facility Agreement; (f) promptly upon becoming aware, a copy of any notice delivered to any Obligor described in paragraph (d)(ii) of Clause 22.9 (Information undertakings); (g) promptly upon becoming aware of them, details any change in the structure set out in the Structure Chart which is or would reasonably be expected to be adverse to the interests of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material naturethe Finance Parties; and (kh) upon request by promptly, such further information regarding the Facility Acquisition including any material claims made under an Acquisition Document and updates with respect to how the Acquisition is progressing, the Property and the financial condition, business and operations of any Obligor as any Finance Party (through the Mezzanine Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 1 contract

Samples: Mezzanine Facility Agreement (American Realty Capital Global Trust II, Inc.)

Information: miscellaneous. The Owner must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it The Company shall supply or procure that the Guarantor will supply to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched;each Holder: (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (ci) as soon as reasonably practicable on following dispatch, copies of all documents dispatched by a member of the Group to its third party creditors (outside of the Group) (or any class of them) in respect of Financial Indebtedness, other than other than Financial Indebtedness of the type described in clause (i) of the definition thereof; (ii) as soon as reasonably practicable upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on Group or the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGuarantor, such further information, in electronic form by email attachments or hard copy (andand which might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has have a Material Adverse Effect; (giii) as soon as they are availablereasonably practicable upon becoming aware of them, the details of any judgment or order of a court, arbitral body or agency which is made against any Obligor and have a Material Adverse Effect; and (iv) details of any disposal, compulsory purchase or blight or disturbance, lease prepayment or insurance or recovery claim in each case which is material and with respect to a member of the Group; (v) promptly, such information as the Collateral Agent may reasonably require about the charged property and compliance of the Obligors and Security Providers with the terms of any Transaction Security Documents; (vi) promptly upon receipt thereof, copies of any adverse notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, report regarding any Refund Guarantee Contract or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details Authorisation of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware member of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may Group that could reasonably be expected in the aggregate to have a Material Adverse Effect; (ivii) promptly on becoming aware request, such further information regarding the financial condition, assets and operations of them, details the Group and/or any member of the Group (including any requested amplification or explanation of any damage item in the Company In-Place Quarterly Rent Tape, financial statements, budgets or other material provided by any Obligor under this Agreement and any changes to or destruction the senior management of the Vessel or Group) as any breakdown of any part Holder may reasonably request. (b) Following public announcement of the VesselCompany’s policy, where the cost of repair or reinstatement is likely Company and the Holders shall use their best efforts to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage agree to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request relevant reporting by the Facility AgentCompany with respect to material environmental, copies of all Transaction Authorisations (if any) obtained by itsocial and governance items.

Appears in 1 contract

Samples: Subscription Agreement (Radius Global Infrastructure, Inc.)

Information: miscellaneous. The Owner must Credit Parties shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched, copies of all reports, notices, proxy statements or other documents dispatched by the Borrower to its shareholders generally (or any class of them) or dispatched by the Borrower or any Credit Party to its creditors generally (or any class of them, including the holders of the Existing 2007 Bond and the Existing 2010 Bond); (b) promptly after filing thereof, copies of all reports provided on Form 6-K (or any successor forms adopted by the SEC) and each other document and form that the Borrower files with or submits to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), SEC or any additional technical report is necessary, the Owner will procure such reportsecurities exchange; (c) as soon as reasonably practicable on promptly after becoming aware of them, the details of any litigation, arbitration or administrative proceedings which that are current, threatened or pending or, to the best of its knowledge against any Group Member and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andthat, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect; (id) promptly on after becoming aware of them, the details of any damage written disclosure made pursuant to or destruction the terms of the Vessel Share Purchase Agreement that has or any breakdown of any part of could reasonably be expected to have a material adverse effect on the Vesselinformation, where opinions, intentions, forecasts and projections, taken as a whole, contained or referred to in the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Information Package; (je) promptly on after becoming aware of themthe relevant claim, the details of any claim that is current, threatened or pending against the Sellers or any other person in respect of the Acquisition Documents and details of any disposal or insurance claim that will require a prepayment under Section 2.10; - 80 - CREDIT AGREEMENT (f) promptly following request of the Facility Agent, a Mandated Lead Arranger or the Lead Arranger, details of the status of any proposal for an amendment outstanding Authorizations required in connection with the Acquisition and information reasonably requested in connection therewith; (g) promptly following receipt at any time on or waiver prior to the Closing Date, copies of a Related Contract other than amendments all financial statements or waivers management accounts of an administrative the Target Group (if any) provided to the Borrower by the Target or non-material natureSellers pursuant to the Share Purchase Agreement; (h) promptly after request, such information as the Security Agent may reasonably require about the Transaction Security, the Collateral or compliance of the Credit Parties with the terms of any Credit Documents; and (ki) upon request promptly after request, such further information regarding the financial condition, assets or operations of the Group or any Group Member (including any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Credit Party under this Agreement, any changes to management of the Group and an up-to-date copy of its shareholders’ register (or equivalent in its jurisdiction of incorporation)) of any Group Member, as any Finance Party through the Facility AgentAgent may reasonably request. Concurrently with the delivery of any document or notice required to be delivered pursuant to this Section or Section 5.1, copies the Borrower shall indicate in writing whether such document or notice contains Nonpublic Information. The Borrower and each Lender acknowledge that certain of all Transaction Authorisations the Lenders may be “public-side” Lenders (Lenders that do not wish to receive material non-public information with respect to the Borrower, its Subsidiaries or their securities) and, if any) obtained by itdocuments or notices required to be delivered pursuant to this Section, Section 5.1 or otherwise are being distributed through IntraLinks/IntraAgency, SyndTrak or another relevant website or other information platform (the “Platform”), any document or notice that the Borrower has indicated contains Nonpublic Information shall not be posted on that portion of the Platform designated for such public-side Lenders. If the Borrower has not indicated whether a document or notice delivered pursuant to this Section or Section 5.1 contains Nonpublic Information, the Facility Agent reserves the right to post such document or notice solely on that portion of the Platform designated for the Lenders that wish to receive material nonpublic information with respect to the Borrower, its Subsidiaries and their securities.

Appears in 1 contract

Samples: Credit Agreement

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Administrative Agent (and, if in hard copy, in sufficient copies for all of the Revolving Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Administrative Agent so requests): (a) copies Promptly upon receipt thereof and following such time as the appropriate officers of all documents despatched the Parent Company shall have had reasonable time to respond thereto, a copy of each formal report or "management letter" submitted to the Parent Company by its independent accountants in connection with any annual, interim or special audit made by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatchedbooks of the Parent Company; (b) copies On or before 45 days after the commencement of all reports provided to each fiscal year of the Owner Parent Company, (i) a consolidated budget of the Group which includes consolidated income statements, balance sheets and cash flow statements of the Group for each of the four fiscal quarters of such fiscal year and (ii) a breakdown of projected revenues, operating expenses, utilizations and capital expenditures for each offshore drilling rig owned or leased by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportGroup; (c) as soon as reasonably practicable on becoming aware On or before 45 days after the end of themeach fiscal quarter of each fiscal year of the Parent Company, details a report detailing (i) the then current location of each of the Mortgaged Revolving Credit Facility Rigs and each other offshore drilling rigs and other vessels owned or leased by the Borrower and its Subsidiaries, and the then current term of and parties to any contract of any litigationsuch vessels and (ii) for the previous fiscal quarter, arbitration the average day rates and utilisation for each such rig or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders);vessel. (d) as soon as reasonably practicable on requestPromptly after the giving or receipt thereof, such further informationcopies of any material notices given or received by any Credit Party pursuant to the terms of any indenture, in electronic form by email attachments or hard copy (andloan agreement, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant tocredit agreement, or to any provision of, a Finance Document as the Facility Agent may reasonably requestsimilar agreement; (e) as soon as reasonably practicable on becoming aware of them, details of Promptly and in any event within 10 days after the sending or circumstance filing thereof, copies of all proxy material, reports and other information which is a Force Majeure Eventthe Parent Company or any of its Subsidiaries sends to any holders of its respective public securities generally, files with the SEC, or otherwise makes available to the public or the financial community generally; (f) promptly on becoming aware of them, details of As soon as possible and in any event within 10 days after a Responsible Officer knows or has reason to know that any Termination Event with respect to any Plan has occurred, a statement of a senior financial officer of the Parent Company or such Subsidiary describing such Termination Event and the action, if any, which has a Material Adverse Effectthe Parent Company or such Subsidiary proposes to take with respect thereto; (g) as soon as they are availablePromptly and in any event within 10 days after receipt thereof by the Parent Company or any member of the Controlled Group from the PBGC, copies of any each notice of default, termination, material dispute or claim (including notices provided received by the Charterer under Parent Company or any such member of the terms Controlled Group of the PBGC's intention to terminate any Plan or to have a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, trustee appointed to administer any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling CharterPlan; (h) as soon as they are available, copies of Promptly and in any notice of default, termination event within 10 days after receipt thereof by the Parent Company or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware member of the sameControlled Group from a Multiemployer Plan sponsor, notification a copy of any strikes or industrial action taken or proposed to be taken each notice received by the Manager Parent Company or its employees, subcontractors or personnel from time any member of the Controlled Group concerning the imposition of withdrawal liability pursuant to time which has or may Section 4202 of ERISA in an amount that could reasonably be expected to have cause a Material Adverse EffectChange; (i) promptly on becoming Promptly and in any event within 10 days after a Responsible Officer becomes aware of themthereof, details written notice of any damage claims, proceedings, or disputes, or to the knowledge of a Responsible Officer threatened, or destruction of affecting the Vessel Parent Company or any breakdown of any part of the Vesselits Subsidiaries which, where the cost of repair or reinstatement is likely if adversely determined, could reasonably be expected to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000cause a Material Adverse Change; (j) promptly on becoming aware of them, details Prompt written notice of any proposal for an amendment condition or waiver event of which the Parent Company or any of its Subsidiaries has knowledge, which condition or event has resulted or could reasonably be expected to result in a Material Adverse Change; (k) Promptly upon the receipt thereof by the Parent Company or any of its Subsidiaries, a copy of any form of notice, summons or citation received from the EPA, or any other Governmental Authority or any other third party, concerning (i) material violations or alleged violations of Environmental Laws, which seeks to impose liability therefor, (ii) any material action or omission on the part of the Parent Company or any of its Subsidiaries in connection with Hazardous Waste or Hazardous Substances, (iii) any notice of potential responsibility under CERCLA or any analogous law, or (iv) concerning the filing of a Related Contract Lien other than amendments a Permitted Lien upon, against or waivers in connection with the Parent Company or any of an administrative its Subsidiaries, or non-any of their leased or owned material natureProperty, wherever located; (l) Promptly upon obtaining knowledge thereof by any Responsible Officer, notice of: (i) any Casualty Event if the Casualty Proceeds with respect thereto could reasonably be expected to exceed U.S.$5,000,000 (or the equivalent in any other currency) with respect to any Mortgaged Revolving Credit Facility Rig; (ii) any Collateral Disposition; (iii) any occurrence in respect of any Mortgaged Revolving Credit Facility Rig that is or is likely, by the passing of time or otherwise, to become a Total Loss; (iv) any material requirement made by any insurer or classification society or by any competent authority which is not complied with within a reasonable time; and (kv) upon any arrest of any Mortgaged Revolving Credit Facility Rig or the exercise or purported exercise of any Lien on any Mortgaged Revolving Credit Facility Rig; (m) As soon as available and in any event not later than 90 days after the end of each fiscal year of the Parent Company, a report prepared by the Parent Company's independent maritime insurance broker which report (i) lists all Insurance Policies then in effect with respect to the Mortgaged Revolving Credit Facility Rigs, (ii) specifies for each such Insurance Policy (A) the amount thereof, (B) the risks insured against thereby, (C) the name of the insurer and each insured party thereunder and (D) the policy or other identification number thereof and (iii) certifies that all such Insurance Policies are (A) in full force and effect, (B) placed with such insurance companies, underwriters or associations, in such amounts, against such risks, and in such form, as are normally issued against by Persons of similar size and established reputation engaged in the same or similar businesses and similarly situated and as are necessary or advisable for the protection of the Collateral Agent as mortgagee, and (C) conforming to the requirements of this Agreement; (n) Upon request by the Facility Administrative Agent, copies a copy of all Transaction Authorisations the safety management manual used to describe and implement the Parent Company's safety management system developed, implemented and maintained in compliance with the ISM Code, if applicable; (if anyo) obtained by itPrompt written notice of any material amendments, modifications or terminations of the Senior Indenture, the Subordinated Indenture or any other indenture, note or other agreement evidencing or governing any Subordinated Debt; and (p) Such other information respecting the business or Properties, or the condition or operations, financial or otherwise, of the Group as the Administrative Agent or any Revolving Lender may from time-to-time reasonably request.

Appears in 1 contract

Samples: Revolving Credit Agreement (Pride International Inc)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Agents: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge (and belief, threatened against it and which, in each case, would have a Material Adverse Effect (which in the reasonable opinion of the Facility Agent acting Obligor, after taking any appropriate legal advice, there is a reasonable prospect of a determination adverse to the interests of the relevant member of the Group) which are reasonably likely to have a material adverse effect on the instructions financial condition of the Majority LendersGroup or on the ability of the Obligors (taken as a whole) to perform their obligations under the Finance Documents (including, without limitation, the obligations under Clause 19.18 (Group Financial covenants) and the obligations of the Guarantor under Clause 17 (Guarantee)); (b) promptly, details of all amendments to each Licence (if any) held by an Obligor, NG Company or a Principal Subsidiary and all material notices received by an Obligor, NG Company or a Principal Subsidiary from the Authority or any other relevant authority in any applicable jurisdiction in relation to its Licence; (c) in the case of NGG only, at the same time as they are despatched, all documents despatched by NGG to its shareholders generally (or any class of them) or its creditors generally in their respective capacities as such; (d) as soon as reasonably practicable on requestpracticable, such further informationinformation in the possession or control of any member of the Group regarding its financial condition as any Finance Party through either Agent may reasonably request and which such member of the Group may reasonably provide having regard to its existing legal obligations from time to time; (e) within 10 days of the date on which they are filed with the Securities and Exchange Commission, the Group's quarterly return (if any) with the Securities and Exchange Commission; and (f) promptly, details of all declarations and applications made by it and all relevant notices, approvals and orders issued to it or received by it under PUHCA in electronic form by email attachments relation to this Agreement or hard copy (and, if in hard copy, any Utilisation hereunder; each in sufficient copies for all of the Lenders)Banks, regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility if an Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itso requests.

Appears in 1 contract

Samples: Loan Agreement (National Grid Group PLC)

Information: miscellaneous. The Owner (a) Subject paragraph (b) below, the Company must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lenders if the Facility Agent so requests: (ai) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched, copies of all material documents despatched by the Company or by any member of the Restricted Group to any class or classes of its creditors to which it owes Financial Indebtedness, for each such class of creditors, in an aggregate principal amount exceeding US$20,000,000; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any current, threatened or pending litigation, arbitration or administrative proceedings against any member of the Restricted Group which are currenthave, pending oror may reasonably be expected to have, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)Effect; (diii) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, details of any event authorisations as referred to in Subclause 19.2 (Authorisations) obtained or circumstance which is a Force Majeure Eventeffected being amended, renewed or otherwise modified, or any authorisations not being obtained or effected when required or ceasing to be in effect; (fiv) promptly on becoming aware request, a list of them, details of any event which has a Material Adverse Effectthe then current Unrestricted Subsidiaries and Dormant Subsidiaries; (gv) as soon as they are availablepromptly on request, copies such further information regarding the financial condition, business and operations of any notice member of defaultthe Company Group as any Finance Party through the Facility Agent may reasonably request; and (vi) promptly, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction change in authorised signatories of any Obligor signed by a director or proposed charterhire reduction company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories. (b) The Company shall not be required to supply any information requested by the Facility Agent under paragraph (a) above if the provision of such information by the Company: (i) is not permitted under the terms of a Drilling Charter;Listing Rules or any applicable law or other regulation; or (hii) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect;result in the Company, under any applicable law or regulation, being obliged to make an announcement or disclose information under the Listing Rules or otherwise to its shareholders in circumstances where it would not otherwise be required to make such an announcement or disclosure. (c) The Company must provide: (i) promptly on becoming aware of them, details of any damage to or destruction an annual valuation of the Vessel or any breakdown MGM Macau (and, for the avoidance of any part doubt, the delivery of the Vessel, where final valuation letter from Savills (Macau) Limited in accordance with the cost of repair or reinstatement is likely condition precedent to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction Second Effective Date under schedule 2 of the Vessel during Second Supplemental Agreement shall be deemed to satisfy this requirement in respect of the previous six months is likely to exceed US$10,000,000; 2015 financial year) and, following the MGM Cotai Opening Date, the MGM Cotai, prepared by Savills (jMacau) promptly on becoming aware of them, details of any proposal for an amendment Limited or waiver of a Related Contract such other than amendments or waivers of an administrative or non-material naturevaluer appointed by the Company and approved by the Facility Agent (acting reasonably); and (kii) upon request by for the Facility Agentperiod from and including the date the Cotai Land has been gazetted to and including the MGM Cotai Opening Date, copies within 45 days after each Accounting Date, a report setting out the progress of all Transaction Authorisations the construction of the MGM Cotai in reasonable detail, (if anyincluding, without limitation, the construction costs) obtained by itfor the consecutive three month period prior to that Accounting Date.

Appears in 1 contract

Samples: Fifth Supplemental Agreement (MGM Resorts International)

Information: miscellaneous. The Owner (a) Subject paragraph (b) below, the Company must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lenders if the Facility Agent so requests: (ai) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched, copies of all material documents despatched by the Company or by any member of the Restricted Group to any class or classes of its creditors to which it owes Financial Indebtedness, for each such class of creditors, in an aggregate principal amount exceeding US$20,000,000; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any current, threatened or pending litigation, arbitration or administrative proceedings against any member of the Restricted Group which are currenthave, pending oror may reasonably be expected to have, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)Effect; (diii) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, details of any event authorisations as referred to in Subclause 19.2 (Authorisations) obtained or circumstance which is a Force Majeure Eventeffected being amended, renewed or otherwise modified, or any authorisations not being obtained or effected when required or ceasing to be in effect; (fiv) promptly on becoming aware request, a list of them, details of any event which has a Material Adverse Effectthe then current Unrestricted Subsidiaries and Dormant Subsidiaries; (gv) as soon as they are availablepromptly on request, copies such further information regarding the financial condition, business and operations of any notice member of defaultthe Company Group as any Finance Party through the Facility Agent may reasonably request; and (vi) promptly, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction change in authorised signatories of any Obligor signed by a director or proposed charterhire reduction company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories. (b) The Company shall not be required to supply any information requested by the Facility Agent under paragraph (a) above if the provision of such information by the Company: (i) is not permitted under the terms of a Drilling Charter;Listing Rules or any applicable law or other regulation; or (hii) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect;result in the Company, under any applicable law or regulation, being obliged to make an announcement or disclose information under the Listing Rules or otherwise to its shareholders in circumstances where it would not otherwise be required to make such an announcement or disclosure. (c) The Company must provide: (i) promptly on becoming aware of them, details of any damage to or destruction an annual valuation of the Vessel MGM Macau and, following the MGM Cotai Opening Date, the MGM Cotai, prepared by Savills (Macau) Limited or any breakdown of any part of such other valuer appointed by the Vessel, where Company and approved by the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; Facility Agent (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureacting reasonably); and (kii) upon request by for the Facility Agentperiod from and including the date the Cotai Land has been gazetted to and including the MGM Cotai Opening Date, copies within 45 days after each Accounting Date, a report setting out the progress of all Transaction Authorisations the construction of the MGM Cotai in reasonable detail, (if anyincluding, without limitation, the construction costs) obtained by itfor the consecutive three month period prior to that Accounting Date.

Appears in 1 contract

Samples: Supplemental Agreement (MGM Resorts International)

Information: miscellaneous. The Owner must Guarantor shall supply (or shall cause the Borrower to supply, in which case the obligations of the Guarantor under this Clause 11.4 shall be deemed to have been satisfied) to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject if the Facility Agent so requests) and, in the case of paragraph (e) below, to any duty of confidentiality which it may have the Federal/State Guarantors, each case in relation to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):the Guarantor: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Guarantor and which might, if adversely determined, reasonably be expected to the best involve potential or alleged liability in excess of fifty million (50,000,000) Euro (or its knowledge and belief, threatened against it and which, equivalent in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting other currencies on the instructions date of the Majority Lenderstheir determination); (db) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any event insurance claims, claims made under the Project Documents or circumstance material changes to the Project which is a Force Majeure Eventmight reasonably be expected to involve potential or alleged liability of the Borrower in excess of five million (5,000,000) Euro (or its equivalent in other currencies on the date of their being determined or made); (fc) promptly on upon becoming aware of them, details any conflicts or breaches of any event law or regulation applicable to it which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute would or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may might reasonably be expected to have a Material Adverse Effect; (id) promptly on upon becoming aware of them, the details of any damage collective labour dispute which is current, threatened or pending against the Guarantor which would or might reasonably be expected to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000have a Material Adverse Effect; (je) promptly on upon becoming aware of them, (i) the details of any proposal for an amendment change in the Credit Rating or waiver in the rating of the Facility (if any) or in the published outlook of either and (ii) any relevant information (if possible, together with any relevant documents in connection therewith) with a Related Contract other than amendments likely or waivers expected outcome leading to a downgrade of an administrative the Guarantor’s Credit Rating; (f) promptly upon filing them, notice of any SEC filings; (g) promptly, details of any changes to the Borrower’s, the Guarantor’s and/or the General Partner’s accounting periods and all changes of the Borrower’s or non-material natureany Relevant Subsidiary’s articles of association or equivalent constitutional documents; (h) promptly, such further information regarding the financial condition, business and operations of the Borrower, the Guarantor and/or the General Partner as any Finance Party (through the Facility Agent) may reasonably request; (i) promptly, the details of any amendments, variations, novations, supplements or terminations of any Transaction Document to which a Finance Party is not a party; and (kj) upon request as soon as the same become available, but in any event within sixty (60) days (or, if in respect of the last fiscal quarter of a financial year, within ninety (90) days) after the end of each fiscal quarter in each of its financial years, a report on the number of microprocessors sold by the Guarantor, and shall ensure that senior management is available once a year for the purpose of a meeting with the Lenders and the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itAgent in relation thereto.

Appears in 1 contract

Samples: Term Loan Facility Agreement (Advanced Micro Devices Inc)

Information: miscellaneous. The Owner (a) Subject paragraph (b) below, the Company must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lenders if the Facility Agent so requests: (ai) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched, copies of all material documents despatched by the Company or by any member of the Restricted Group to any class or classes of its creditors to which it owes Financial Indebtedness, for each such class of creditors, in an aggregate principal amount exceeding US$20,000,000; (bii) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any current, threatened or pending litigation, arbitration or administrative proceedings against any member of the Restricted Group which are currenthave, pending oror may reasonably be expected to have, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)Effect; (diii) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, details of any event authorisations as referred to in Subclause 33.2 (Authorisations) obtained or circumstance which is a Force Majeure Eventeffected being amended, renewed or otherwise modified, or any authorisations not being obtained or effected when required or ceasing to be in effect; (fiv) promptly on becoming aware request, a list of them, details of any event which has a Material Adverse Effectthe then current Unrestricted Subsidiaries and Dormant Subsidiaries; (gv) as soon as they are availablepromptly on request, copies such further information regarding the financial condition, business and operations of any notice member of defaultthe Company Group as any Finance Party through the Facility Agent may reasonably request; and (vi) promptly, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction change in authorised signatories of any Obligor signed by a director or proposed charterhire reduction company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories. (b) The Company shall not be required to supply any information requested by the Facility Agent under paragraph (a) above if the provision of such information by the Company: (i) is not permitted under the terms of a Drilling Charter;Listing Rules or any applicable law or other regulation; or (hii) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect;result in the Company, under any applicable law or regulation, being obliged to make an announcement or disclose information under the Listing Rules or otherwise to its shareholders in circumstances where it would not otherwise be required to make such an announcement or disclosure. (c) The Company must provide: (i) promptly on becoming aware of them, details of any damage to or destruction an annual valuation of the Vessel or any breakdown MGM Macau (and, for the avoidance of any part doubt, the delivery of the Vessel, where final valuation letter from Savills (Macau) Limited in accordance with the cost of repair or reinstatement is likely condition precedent to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction Second Effective Date under schedule 2 of the Vessel during Second Supplemental Agreement shall be deemed to satisfy this requirement in respect of the previous six months is likely to exceed US$10,000,000; 2015 financial year) and, following the MGM Cotai Opening Date, the MGM Cotai, prepared by Savills (jMacau) promptly on becoming aware of them, details of any proposal for an amendment Limited or waiver of a Related Contract such other than amendments or waivers of an administrative or non-material naturevaluer appointed by the Company and approved by the Facility Agent (acting reasonably); and (kii) upon request by for the Facility Agentperiod from and including the date the Cotai Land has been gazetted to and including the MGM Cotai Opening Date, copies within 45 days after each Accounting Date, a report setting out the progress of all Transaction Authorisations the construction of the MGM Cotai in reasonable detail, (if anyincluding, without limitation, the construction costs) obtained by itfor the consecutive three month period prior to that Accounting Date.

Appears in 1 contract

Samples: Second Supplemental Agreement (MGM Resorts International)

Information: miscellaneous. The Owner must Guarantor shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched in relation to its asset or financial condition dispatched by it to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally substantially at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any material litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and whichwhich will, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (ic) promptly, such further information regarding the performance of obligations of the Guarantor under the Finance Documents to which it is a party as the Facility Agent (as so instructed by the Majority Lenders) may reasonably request; (d) promptly, notice of any change in its authorised signatories signed by a director or company secretary of the Guarantor accompanied by specimen signatures of any new authorised signatories; (e) promptly on upon becoming aware of changes, any information regarding any changes in the Guarantor’s legal status, properties, operations, management, financial and business conditions or cash flow position that would reasonably be expected to materially and adversely affect the Guarantor’s ability to perform any of its liabilities and obligations under or in connection with this Guarantee; (f) promptly upon becoming aware of them, the details of any damage events or circumstances that would reasonably be expected to materially and adversely affect the Guarantor’s ability to perform any of its liabilities and obligations under or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material naturein connection with this Guarantee; and (kg) upon request by any other information in respect of the Guarantor as the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itAgent may reasonably request.

Appears in 1 contract

Samples: Guaranty Agreement (Tiffany & Co)

Information: miscellaneous. The Owner Borrower must supply to the Facility Senior Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lenders if the Senior Agent so requests: (a) copies of all documents despatched dispatched by it the Borrower to its creditors quotaholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst it; (c) promptly on request, to such further information regarding the best of its knowledge financial condition, assets and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion operations of the Facility Borrower as any Finance Party through the Senior Agent acting on the instructions of the Majority Lenders)may reasonably request; (d) as soon as they are available, copies of all material documents and other material communications and information given or received by it under any Project Document or in relation to the Project Facilities or in relation to the Common Infrastructure (but, in relation to such documents, communications and information in relation to the Common Infrastructure, the Joint Insurance Agreement and the Joint Insurance Account Trust Deed, only as soon as reasonably practicable on requestfollowing receipt of such documents, communication and information by it and only to the extent it is not expressly prohibited from providing such further informationdocuments, in electronic form by email attachments communication and information to the Lenders under the Joint Insurance Agreement, the Joint Insurance Account Trust Deed or hard copy (and, if in hard copy, in sufficient copies for all the Borrower Right of the LendersUse Agreement), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable promptly on becoming aware of them, details of any event or circumstance which is or may be a Force Majeure Event; (f) promptly on becoming aware of any event or circumstance that has occurred and/or any omission to disclose a fact which in any such case would entitle any insurer to avoid or otherwise reduce its liability thereunder to less than the amount provided in the relevant policy; (g) promptly on becoming aware of them, details of any event which has claim made: (i) by the Borrower under any Insurance where the claim is for a Material Adverse Effectsum in excess of €200,000.00 (before deductibles) or where the amount of the claim when aggregated with all other amounts claimed by it under any Insurance during the previous six months exceeds €500,000.00; or (ii) by a third party under the Joint Insurance Account Trust Deed where the claim is for a sum in excess of €200,000.00 (before deductibles) or where the amount of the claim when aggregated with all other amounts claimed under the Joint Insurance Account Trust Deed during the previous six months exceeds €500,000.00; (gh) promptly, on becoming aware of the same, a notice that another beneficiary has become co-insured under any Insurance relating to the Common Infrastructure, subject, in each case, to any express confidentiality restrictions (if any) in relation to the provision of such information in such Insurance or in the Joint Insurance Agreement; (i) as soon as they are available, copies of any notice of a default, termination, material dispute or material claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee a Project Document or affecting the Vessel Project Facilities together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; andProject Document; (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by it; (l) promptly upon becoming aware of them, details of any proceedings which are pending before any competent authority in relation to the suspension of any Transaction Authorisations; (m) promptly upon becoming aware of them, details of any modification or amendment of the terms of any of the Transaction Authorisations; (n) information regarding any change to its financial year 30 days before such change is implemented; (o) promptly, any other financial and/or technical information, within its control and possession, concerning its business, operations and condition, as the Senior Agent, acting reasonably, may request from time to time; (p) any information materially affecting the financial condition, business and operations of any Major Project Party, within the Borrower's control and possession, as the Senior Agent, acting reasonably, may request from time to time; (q) promptly after becoming aware of them, details (but not price or terms) of any transfer by the Sponsor Parent of any direct or indirect participation in the Quotaholder; (r) information regarding the engagement of any employees (other than any board member) by the Borrower; (s) no later than 15 days after the expiry of each calendar month during the Construction Period, a Monitoring Report in relation to that calendar month; and (t) no later than 45 days after each Scheduled Calculation Date, a Monitoring Report in respect of the six month period ending on that Calculation Date.

Appears in 1 contract

Samples: Common Terms Agreement (Sunpower Corp)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lender: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched, copies of all documents dispatched by the Borrower to its shareholders generally (or any class of them) or dispatched by any Obligors (other than the Parent at all times after Project Completion) to its creditors generally (or any class of them); (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any member of the Group in respect of the Project, to the best Mining Properties or the operation of its knowledge and beliefthe Project, threatened against it and which, in each caseif adversely determined, would are reasonably likely to have a Material Adverse Effect or which would involve a liability, or a potential or alleged liability, exceeding USD 500,000 (or its equivalent in the opinion other currencies); (c) promptly upon becoming aware of the Facility Agent acting on relevant claim, the instructions details of any claim which is current, threatened or pending against any other person in respect of the Majority LendersProject Documents which, if adversely determined, is reasonably likely to have a Material Adverse Effect or which would involve a liability, or a potential or alleged liability, exceeding USD 500,000 (or its equivalent in other currencies); (d) as soon as reasonably practicable promptly on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all receipt of the Lenders)same by an Obligor or a Group company, regarding the financial condition and operations a copy of the Owner any notice of expropriation or regarding any matter relevant to, or sanctions applied to any provision of, Obligor (other than the Parent at all times after Project Completion) by a Finance Document as the Facility Agent may reasonably requestGovernmental Body; (e) as soon as reasonably practicable promptly on becoming aware receipt of themthe same by an Obligor or a Group company, details a copy of any event notification of any land claim, native title claim, sacred site claim or circumstance which is a Force Majeure Event;other challenge in respect of the relevant Obligors’ (other than the Parent at all times after Project Completion) title to the Mining Properties; and (f) promptly on becoming aware request, such further information regarding the financial condition, assets and operations of them, details the Obligors and the Asanko Group (including any requested amplification or explanation of any event which has a Material Adverse Effect; item in the financial statements, budgets or other material provided by any Obligor (gother than the Parent at all times after Project Completion) under this Agreement, any changes to management of an Obligor or the Group and an up to date copy of its shareholders’ register (or equivalent in its jurisdiction of incorporation)) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or Lender may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itrequest.

Appears in 1 contract

Samples: Senior Facilities Agreement (Asanko Gold Inc.)

Information: miscellaneous. The Owner must Borrower shall (and shall procure that each other Obligor shall) supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them 21.7.1 at the same time as they are despatched; (b) dispatched, copies of all reports provided to the Owner documents dispatched by the Manager pursuant Borrower or any Obligor to the Management Agreement, in each case, within five its shareholders generally (5or any class of them) Business Days of receipt of such report or dispatched by the Owner and if, in the opinion Borrower or any Obligor to its creditors generally (or any class of the Facility Agent (acting reasonablythem), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on 21.7.2 promptly upon becoming aware of them, the details of any litigation, arbitration arbitration, other alternative dispute resolution or administrative proceedings which are current, threatened or pending oragainst any member of the Group, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would are reasonably likely to have a Material Adverse Effect or which would involve a liability, or a potential or alleged liability, exceeding US$1,500,000 (or its equivalent in the opinion of the Facility Agent acting on the instructions of the Majority Lendersother currencies); 21.7.3 promptly upon becoming aware of a Total Loss of a Ship or the Terminal or the incurrence of damage to a Ship or the Terminal in excess of US$500,000, the details of such Total Loss or damage and details of any insurance proceeds or Requisition Compensation due to a member of the Group in connection with the same; 21.7.4 ten Business Days before the date of any proposed Permitted Share Issue, details of such Permitted Share Issue; 21.7.5 promptly upon becoming aware of the relevant claim, the details of any claim which is current, threatened or pending against the Vendors or any other person in respect of the Acquisition Documents and details of any disposal or insurance claim which will require a prepayment under clause 8.2 (d) Disposal Proceeds, Insurance Proceeds and Acquisition Proceeds); 21.7.6 promptly, such information as soon the Security Agent or, as the case may be, the Agent may reasonably practicable require about the Charged Property and compliance of the Obligors with the terms of any Transaction Security Documents; 21.7.7 promptly on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition condition, assets and operations of the Owner Group and/or any member of the Group (including any computations necessary in order to establish compliance with the financial covenants in clause 22 (Financial Covenants), any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Obligor under this Agreement or any other Finance Document, any changes to the management of the Group, an up to date copy of its shareholders’ register (or equivalent in its jurisdiction of incorporation, any information regarding the Ships, their employment, position and engagements, particulars of all towages and salvages and copies of all charters and other contracts for their employment or otherwise howsoever concerning such Ships) as any matter relevant to, or to any provision of, a Finance Document as Party through the Facility Agent may reasonably request; (e) 21.7.8 promptly on request, such additional information as soon required by any Finance Party under any applicable banking supervisory law; 21.7.9 on the last day of each month for the period from the date of this Agreement to the date of completion of the Silo, a progress report in a form satisfactory to the Agent on the construction of the Silo, including such details as reasonably practicable on becoming aware of them, to any changes in the expected completion date and details of the impact any event or circumstance which delay on construction is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of end-user agreements entered into in connection with the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureSilo; and (k) upon request by 21.7.10 promptly after exercising a Purchase Option, the Facility Agent, copies details of all Transaction Authorisations (if any) obtained by itsuch Purchase Option including the proposed date of acquisition of the relevant Purchase Option Ship.

Appears in 1 contract

Samples: Facilities Agreement (International Shipping Enterprises, Inc.)

Information: miscellaneous. (a) The Owner must supply Company shall furnish to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject Agent from time to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestwith reasonable promptness, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all information regarding the business and financial condition of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document Company as the Facility Agent may reasonably request. (b) The Company shall promptly notify the Facility Agent of any material business or financial event, including without limitation, any litigation, arbitration, administrative or other proceedings being commenced, which would reasonably be expected to adversely affect its ability to perform its obligations under the Finance Documents. (c) Subject to paragraph (d) of this Clause 17.3, the Company must promptly on the request of any Finance Party supply to that Finance Party any documentation or other evidence that is reasonably requested by that Finance Party (whether for itself, on behalf of any Finance Party or any prospective new Lender) to enable a Finance Party or prospective new Lender to carry out and be satisfied with the results of all applicable know your customer requirements. (d) The Company is only required to supply any information under paragraph (a) of this Clause 17.3, if the necessary information is not already available to the relevant Finance Party and the requirement arises as a result of: (i) the introduction of any change in (or in the interpretation, administration or application of) any law or regulation made after the date of this Agreement; (ii) any change in the status of the Company or any change in the composition of shareholders of the Company after the date of this Agreement; or (iii) a proposed assignment or transfer by the Lender of any of its rights and/or obligations under this Agreement to a person that is not a Lender before that assignment or transfer. (e) as soon as Each Lender must promptly on the request of the Facility Agent supply to the Facility Agent any documentation or other evidence that is reasonably practicable on becoming aware required by the Facility Agent to carry out and be satisfied with the results of them, details of any event or circumstance which is a Force Majeure Event;all know your customer requirements. (f) The Company shall make its appropriate executives and employees available for a conference call with the Finance Parties; such call to be held after the end of each quarter ending on 31 March, 30 June, 30 September, and 31 December each year, as promptly as practicable after U. S. Steel issues its report on becoming aware of themForm 10-Q for each such quarter or Form 10-K for such year, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under case may be. This conference call shall address the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware financial performance of the sameCompany for the quarter most recently ended and include information regarding sales, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employeescapacity utilization, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of themaverage realized price, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vesseloperating income, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of themdepreciation, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agentinterest expense, copies of all Transaction Authorisations (if any) obtained by itoperating cash flow, capex, cash balances inventory and receivables.

Appears in 1 contract

Samples: Multicurrency Revolving Credit Facility (United States Steel Corp)

Information: miscellaneous. The Owner must Obligors' Agent shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):: (a) copies of all documents despatched by it (i) the Company to its creditors shareholders (other than trade creditors) generally or any class of them them) concerning the convening of, agendas for and resolutions to be considered at shareholders meetings or involving or containing reports or information relating to its affairs and activities, or (ii) any Obligor to its creditors generally (or any class of them), in each case at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any material environmental claim, any litigation, arbitration arbitration, labour dispute or administrative or regulatory proceedings which are current, threatened or pending oragainst any member of the Group, and which if reasonably likely to the best of its knowledge and beliefbe adversely determined, threatened against it and whichhave, in each caseor could reasonably be expected to have, would have a Material Adverse Effect Effect; (c) promptly (subject to the terms of any confidentiality undertakings and restrictions binding on the relevant Finance Party) such further information in the opinion possession or control of any Obligor or any Material Subsidiary regarding its (or Cegetel's) business or financial condition, prospects, assets and operations as the Facility Agent acting on may reasonably request (including, without limitation, with respect to VUE and the instructions VUE Bridge Extension (provided that nothing in this Agreement will require the Obligor's Agent to provide to the Facility Agent information which is proprietary to lenders or potential lenders pursuant to the VUE Bridge Extension or any VUE Bridge Refinancing or in respect of which the Majority LendersObligor's Agent is subject to any confidentiality undertaking or restriction which prevent such disclosure); (d) promptly when available, information relating to any Business Plan or Disposal Confirmation once it has been approved by the board of directors of the Company; (e) promptly upon request by the Facility Agent, a list of the proceeds and aggregate amount (but without a breakdown) of upfront fees, Taxes, costs and expenses required to calculate or verify the amount of any Net Proceeds; (f) promptly upon being notified of the same, details of all transfers of any class of shares or related rights in the capital of an Obligor and any company over whose shares a Security Interest has been granted, or is to be granted pursuant to this Agreement or the Security Documents, and VUE, the Cegetel Group and Maroc Telecom; (g) as soon as reasonably practicable and without undue delay following request by the Facility Agent, an updated list of any of the items referred to in paragraphs (a) to (c) (inclusive) of Clause 18.22 (Intra Group Loan/IGL Arrangements/bank accounts) and semi-annually after the date of this Agreement, an updated list of the items referred to in paragraph (d) of Clause 18.22 (Intra Group Loan/IGL Arrangements/bank accounts) and any other details relating to any Cash Management and IGL Arrangements reasonably requested by the Facility Agent; (h) promptly upon request by the Facility Agent (but subject to any confidentiality undertakings or disclosure restrictions) reasonable details of any stock exchange or regulatory process or investigation in relation to it or any Material Subsidiary or any other material regulatory process or investigation; (i) promptly upon becoming aware thereof, notification that the restrictions on requestany member of the VUE Group from making any distribution in cash or loans or otherwise disposing of assets to any person outside the VUE Group existing at the date of this Agreement under the VUE Bridge Extension and/or VUE Bridge Refinancing have been removed; and (j) together with the accounts set out in Clause 19.2(a)(i) and 19.2(a)(ii) (Financial information), such further information, a certificate signed by the Chief Financial Officer the Company setting out in electronic form by email attachments or hard copy reasonable detail the calculation of Subsidiary Debt (and, if as defined in hard copyClause 19.40 (Subsidiary Debt)) as at the date of the certificate, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as if the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itso requests.

Appears in 1 contract

Samples: Facility Agreement (Vivendi Universal)

Information: miscellaneous. The Owner must Each of the Guarantors shall supply (or shall cause the Borrower to supply, in which case the obligations of the relevant Guarantor under this Clause 11.4 shall be deemed to have been satisfied) to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject if the Facility Agent so requests) and, in the case of paragraph (e) below, to any duty of confidentiality which it may have the Federal/State Guarantors, each case in relation to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):the Guarantor: (a) copies notice of all documents despatched each equity funding (including funding by it to its creditors (other than trade creditorsway of shareholder loans, if any) generally or any class of them at the same time as they are despatchedreceived by FoundryCo; (b) copies notice of all reports any material changes regarding, inter alia, directly or indirectly, the time and procedures of, and the conditions for, the funding and capitalisation of FoundryCo under the Funding Agreement from the description provided pursuant to paragraph 4(g) of Schedule 2 to the Owner by the Manager pursuant to the Management Amendment Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and whichwhich might, if adversely determined, reasonably be expected to involve potential or alleged liability in each case, would have a Material Adverse Effect excess of fifty million (50,000,000) Euro (or its equivalent in the opinion of the Facility Agent acting other currencies on the instructions date of the Majority Lenderstheir determination); (d) as soon as promptly upon becoming aware of them, the details of any insurance claims, claims made under the Project Documents or material changes to the Project which might reasonably practicable on request, such further information, in electronic form by email attachments be expected to involve potential or hard copy (and, if in hard copy, in sufficient copies for all alleged liability of the LendersBorrower in excess of five million (5,000,000) Euro (or its equivalent in other currencies on the date of their being determined or made), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on promptly upon becoming aware of them, details any conflicts or breaches of any event law or circumstance regulation applicable to it which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute would or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may might reasonably be expected to have a Material Adverse Effect; (if) promptly on upon becoming aware of them, the details of any damage collective labour dispute which is current, threatened or pending against it which would or might reasonably be expected to have a Material Adverse Effect; (g) in the case of AMD Inc. only, promptly upon becoming aware of them, (i) the details of any change in the Credit Rating or destruction in the rating of the Vessel Facility (if any) or in the published outlook of either and (ii) any relevant information (if possible, together with any relevant documents in connection therewith) with a likely or expected outcome leading to a downgrade of the Credit Rating; (h) promptly upon filing them, notice of any SEC filings; (i) promptly, details of any changes to the Borrower’s, a Guarantor’s and/or the General Partner’s accounting periods and all changes of the Borrower’s or any breakdown Relevant Subsidiary’s articles of any part of the Vessel, where the cost of repair association or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000equivalent constitutional documents; (j) promptly on becoming aware promptly, such further information regarding the financial condition, business and operations of themthe Borrower, the Guarantor and/or the General Partner as any Finance Party (through the Facility Agent) may reasonably request; (k) promptly, the details of any proposal for an amendment amendments, variations, novations, supplements or waiver terminations of any Transaction Document to which a Related Contract other than amendments or waivers of an administrative or non-material natureFinance Party is not a party; and (kl) upon request as soon as the same become available, but in any event within sixty (60) days (or, if in respect of the last fiscal quarter of a financial year, within ninety (90) days) after the end of each fiscal quarter in each of its financial years, a report on the number of microprocessors sold by AMD Inc., and shall ensure that its senior management is available once a year for the purpose of a meeting with the Lenders and the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itAgent in relation thereto.

Appears in 1 contract

Samples: Guarantee Agreement (Advanced Micro Devices Inc)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, each case in sufficient copies for all of the Lenders)Banks, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):if the Agent so requests: (a) copies of all documents despatched by the Parent to its shareholders (or any class of them) or by it to its creditors (other than trade creditors) generally or any class of them them) at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as is reasonably practicable on upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending orthreatened or pending, and which have, or would be reasonably likely to the best of its knowledge and beliefhave, threatened against it and whicha material adverse effect; (c) as soon as is reasonably practicable, in each case, would have a Material Adverse Effect (such further information in the opinion possession or control of any member of the Facility Agent acting on the instructions Group as any Finance Party may reasonably request, including information regarding its financial condition and operations and an up-to-date list of the Majority Lenders)Material Subsidiaries; (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all any member of the Lenders), regarding Controlled Group: (i) gives or is required to give notice to the financial condition and operations PBGC of the Owner or regarding any matter relevant to, or Reportable Event with respect to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance Plan which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have constitute grounds for a Material Adverse Effecttermination of that Plan under Title IV of ERISA, or knows that the plan administrator of any Plan has given notice of that Reportable Event, a copy of the notice of that Reportable Event given or required to be given to the PBGC; (iii) promptly on becoming aware receives notice of themcomplete or partial withdrawal liability under Title IV of ERISA or notice that any Multiemployer Plan is in reorganisation, details is insolvent or has been terminated, a copy of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000that notice; (jiii) promptly on becoming aware receives notice from the PBGC under Title IV of themERISA of an intent to terminate, impose liability (other than for premiums under Section 4007 of ERISA) in respect of, or appoint a trustee to administer, any Plan, a copy of that notice; (iv) applies for a waiver of the minimum funding standard under Section 412 of the Code, a copy of that application; (v) gives notice of intent to terminate any Plan under Section 4041(c) of ERISA, a copy of that notice and any other information filed with the PBGC; (vi) gives notice of withdrawal from any Plan pursuant to Section 4063 of ERISA, a copy of that notice; or (vii) fails to make any payment or contribution to any Plan or Multiemployer Plan or makes any amendment to any Plan which has resulted or could reasonably be expected to result in the imposition of a Security Interest or the posting of a bond or other security, a certificate of the chief financial officer or the chief accounting officer of the Obligor setting forth details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agentthat occurrence and action, copies of all Transaction Authorisations (if any, which the Obligor or applicable member of the Controlled Group is required or proposes to take, provided, however, that no notice or other information shall be required under this paragraph (d) obtained by itunless the event or condition to which it relates has, or would be likely to have, a material adverse effect.

Appears in 1 contract

Samples: Syndicated Loan Facility (Anglogold Ashanti LTD)

Information: miscellaneous. The Owner must supply Guarantor shall deliver to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all Agent on behalf of the Lenders (and upon receipt thereof the Facility Agent shall promptly deliver to the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) promptly upon the mailing thereof to the shareholders of the Guarantor generally, copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatchedfinancial statements, reports and proxy statements so mailed; (b) copies promptly after the Guarantor or the Company knows or has reason to know that any Potential Event of all reports provided to the Owner by the Manager pursuant to the Management AgreementDefault or Event of Default has occurred, in each case, within five (5) Business Days of receipt a notice of such report by Potential Event of Default or Event of Default describing the Owner and ifsame in reasonable detail and, in the opinion together with such notice or as soon thereafter as possible, a description of the Facility Agent (acting reasonably), any additional technical report is necessary, action that the Owner will procure such reportGuarantor or the Company has taken and proposes to take with respect thereto; (c) as soon as reasonably practicable on becoming aware available and in any event within 100 days after the end of themeach financial year of the Company, details statement of any litigationearnings, arbitration or administrative proceedings which are currentcash flow and common shareholders' equity (if any) of the Company for such financial year and the related balance sheet as at the end of such year, pending or, to the best of its knowledge and belief, threatened against it and which, setting forth in each casecase in comparative form the corresponding figures for the preceding financial year, would have accompanied by a Material Adverse Effect (in the opinion certificate of a senior financial officer of the Facility Agent acting on Guarantor, which certificate shall state that said financial statements fairly present the instructions financial condition and results of operations of the Majority Lenders);Company in accordance with generally accepted accounting principles, consistently applied, as at the end of, and for, such financial year; and (d) as soon as reasonably practicable on requestfrom time to time such other information regarding the business, such further information, in electronic form by email attachments affairs or hard copy (and, if in hard copy, in sufficient copies for all financial condition of the Lenders), regarding the financial condition Guarantor or any of its Material Subsidiaries (including any Plan or Multiemployer Plan and operations of the Owner any reports or regarding any matter relevant to, or other information required to any provision of, a Finance Document be filed under ERISA) as the Facility Agent may reasonably request; request (e) as soon as reasonably practicable on becoming aware of them, details its own behalf or on behalf of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes Lender). The Guarantor will furnish to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies at the time it furnishes each set of all Transaction Authorisations financial statements pursuant to Clause 18.1 (if any) obtained by itFinancial statements), a Compliance Certificate.

Appears in 1 contract

Samples: Credit Facility Agreement (International Paper Co /New/)

Information: miscellaneous. The Owner must supply Documents required to be delivered pursuant to Sections 6.01 and 6.02 may be delivered electronically and if so delivered, shall be deemed to have been delivered on the date (i) on which the Company (or any direct or indirect parent of the Company) posts such documents, or provides a link thereto on the website on the Internet at the website address listed on Schedule 6.07; or (ii) on which such documents are posted on the Company’s behalf on IntraLinks/IntraAgency or another website identified in the notice provided pursuant to clause (z) immediately below, if any, to which each Lender and the Administrative Agent have access (whether a commercial, third-party website or whether sponsored by the Administrative Agent); provided that: (y) upon written request by the Administrative Agent or any Lender, the Company shall deliver paper copies of the information referred to in Sections 6.01, 6.02 or 6.04 as requested by the Administrative Agent or Lender (as applicable) and (z) the Company shall notify (which may be by facsimile or electronic mail) the Administrative Agent of the posting of any such documents. Notwithstanding anything contained herein, in every instance Borrower shall be required to provide paper copies of the Compliance Certificates required by Section 6.04 to the Facility Administrative Agent; provided, in however, that if such Compliance Certificate is first delivered by electronic form means, the date of such delivery by email attachments electronic means shall constitute the date of delivery for purposes of compliance with Section 6.04. Each Lender shall be solely responsible for timely accessing posted documents or hard copy (and, if in hard copy, in sufficient requesting delivery of paper copies for all of such documents from the Lenders), subject to any duty Administrative Agent and maintaining its copies of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): such documents. The Company hereby acknowledges that (a) copies the Administrative Agent and/or the Joint Lead Arrangers will make available to the Lenders materials and/or information provided by or on behalf of all documents despatched the Company hereunder (collectively, “Company Materials”) by it to its creditors posting the Company Materials on IntraLinks or another similar electronic system (other than trade creditorsthe “Platform”) generally or any class of them at the same time as they are despatched; and (b) copies certain of all reports provided the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Owner by Company or its securities) (each, a “Public Lender”). The Company hereby agrees that it will identify that portion of the Manager pursuant Company Materials that may be distributed to the Management AgreementPublic Lenders and that (w) all such Company Materials shall be clearly and conspicuously marked “PUBLIC” which, at a minimum, shall mean that the word “PUBLIC” shall appear prominently on the first page thereof; (x) by marking Company Materials “PUBLIC,” the Company shall be deemed to have authorized the Administrative Agent, the Joint Lead Arrangers and the Lenders to treat such Company Materials as not containing any material non-public information (although it may be sensitive and proprietary) with respect to the Company or its securities for purposes of United States federal and state securities laws (provided, however, that to the extent such Company Materials constitute Information, they shall be treated as set forth in each case, within five Section 11.16); (5y) Business Days of receipt of such report by the Owner and if, in the opinion all Company Materials marked “PUBLIC” are permitted to be made available through a portion of the Facility Platform designated “Public Investor”; and (z) the Administrative Agent (acting reasonably), and the Arrangers shall be entitled to treat any additional technical report is necessary, the Owner will procure such report; (c) Company Materials that are not marked “PUBLIC” as soon as reasonably practicable being suitable only for posting on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion portion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itPlatform not designated “Public Investor.

Appears in 1 contract

Samples: Bridge Loan Agreement (Lyondell Chemical Co)

Information: miscellaneous. The Owner Issuer must supply to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copyTrustee, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties Bridge Noteholders if the Trustee (whom it will promptly approach in order to seek any necessary consents where applicable):acting reasonably) so requests: (a) copies of all documents despatched dispatched by it the Issuer to its shareholders (or any class of them) or its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched; (b) promptly following the occurrence of any of (i) and (ii) below: (i) copies of any written agreement entered into by the Issuer with any shareholder of the Issuer (or any Affiliate of or related party to that shareholder) other than in the ordinary course of business; and (ii) copies of all reports written information provided to any creditors of any member of the Owner Group (other than any Secured Party) by or on behalf of any member of the Manager pursuant to Group other than in the Management Agreementordinary course of business, in each casecase that are relevant to the M&A Process and/or Recapitalisation Process and subject to any confidentiality obligations or restrictions on information sharing, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion provided that no member of the Facility Agent Group may enter into any new non-disclosure agreement with any such party that restricts any member of the Group’s ability to disclose information to the Bridge Noteholders (acting reasonablyother than on terms where the Bridge Noteholders are required to receive any such information on a confidential basis) as may be requested pursuant to paragraphs (b)(i) and (b)(ii) above, without the prior written consent of the Majority Bridge Noteholders (not to be unreasonably withheld), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, and which are likely to the best of its knowledge be adversely determined and belief, threatened against it and which, in each case, have or would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders)if adversely determined; (d) promptly, such information as soon as the Security Agent may reasonably practicable require about the Charged Property and compliance of the Obligors with the terms of any Transaction Security Documents; (e) promptly on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), information regarding the financial condition condition, business and operations of any member of the Owner Group (including information in connection with or regarding arising out of the M&A Process or the Recapitalisation Process) as any matter relevant to, or to any provision of, a Finance Document as Bridge Noteholder through the Facility Agent Trustee may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation except to the same and notice extent that disclosure of such information would breach any charterhire reduction law, regulation or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel stock exchange requirement or any breakdown of any part of the Vessel, where the cost of repair confidentiality obligations or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly restrictions on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itinformation sharing.

Appears in 1 contract

Samples: Loan Agreement (Babylon Holdings LTD)

Information: miscellaneous. The Owner must supply to the Facility Agent, and shall procure that the Bareboat Charterer supplies to the Facility Agent as set out below, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable): (a) copies of all documents despatched by it it, and until the end of the Bareboat Charter Period the Bareboat Charterer, to its or their creditors (other than trade creditors) generally or any class of them at the same time as they are despatched; (b) copies of all reports provided to the Owner Owner, or during the Bareboat Charter Period to the Bareboat Charterer, by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on becoming aware of them, details of any litigation, arbitration or administrative proceedings which are current, pending or, to the best of its knowledge and belief, threatened against it it, or until the end of the Bareboat Charter Period the Bareboat Charterer, and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or until the end of the Bareboat Charter Period the Bareboat Charterer or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on the Owner, or during the Bareboat Charterer period the Bareboat Charterer, becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on the Owner, or during the Bareboat Charterer period the Bareboat Charterer, becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it the Owner under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s 's Shipbuilding Contract Guarantee Guarantee, or against it, or during the Bareboat Charter Period the Bareboat Charterer, under the Drilling Charter, or affecting the Vessel together with details of any action it it, or during the Bareboat Charter Period the Bareboat Charterer, proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it it, or during the Bareboat Charter Period the Bareboat Charterer, under the Management Agreement together with details of any action it it, or during the Bareboat Charter Period the Bareboat Charterer, proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (i) promptly on becoming aware of them, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on the Owner, or during the Bareboat Charter Period the Bareboat Charterer, becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itit or until the end of the Bareboat Charter Period the Bareboat Charterer.

Appears in 1 contract

Samples: Credit Facility Agreement (Ocean Rig UDW Inc.)

Information: miscellaneous. The Owner must Each Obligor shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, acting on the instructions of the Majority Lenders) (in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched dispatched by it to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings or investigations (including proceedings or investigations relating to any alleged or actual breach of the ISM Code or of the ISPS Code) which are current, threatened or pending oragainst any Transaction Obligor, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andwhich might, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (ic) promptly on upon becoming aware of them, the details of any damage to judgment or destruction order of a court, arbitral tribunal or other tribunal or any order or sanction of any governmental or other regulatory body which is made against any member of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Group and which might have a Material Adverse Effect; (jd) promptly on upon becoming aware of themthe same, the details of any proposal for an amendment breach under any Pool Agreement or waiver any Approved Charter (either by the relevant Borrower or the Approved Pool Manager), including, without limitation, any payment default by the Approved Pool Manager in relation to the payment of the distributions due to the relevant Borrower thereunder; (e) promptly upon becoming aware of the same, to the best of its knowledge, any breach by the Approved Pool Manager in relation to any credit or facility agreement to which it is a Related Contract other than amendments party or waivers any event of an administrative default (howsoever defined) thereunder and, to the extent of its knowledge, notification of any proceedings (threatened or non-material naturepending) against the Approved Pool Manager by its creditors under any such credit or facility agreement; (f) promptly, its constitutional documents where these have been amended or varied; (g) promptly, such further information and/or documents regarding: (i) each Ship, goods transported on each Ship, the Earnings or the Insurances; (ii) the Security Assets; (iii) compliance of the Transaction Obligors with the terms of the Transaction Documents; (iv) the financial condition, business and operations of any Transaction Obligor, as any Finance Party (through the Facility Agent) may reasonably request; and (kh) upon request by promptly, such further information and/or documents as any Finance Party (through the Facility Agent, copies of all Transaction Authorisations (if any) obtained may reasonably request so as to enable such Finance Party to comply with any laws applicable to it or as may be required by itany regulatory authority.

Appears in 1 contract

Samples: Facility Agreement (United Maritime Corp)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched dispatched by it the Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatched; (b) copies promptly, a notification that it (or any other member of all reports provided the Group) has made or given an announcement, notice or other document relating specifically to the Owner by the Manager pursuant to the Management Agreement, in each case, within five Borrower (5) Business Days of receipt of such report by the Owner and if, in the opinion or any other member of the Facility Agent Group) onto any electronic website maintained by any stock exchange on which shares in or other securities of the Borrower (acting reasonablyor any other member of the Group) are listed or any electronic website required by any such stock exchange to be maintained by or on behalf of the Borrower (or any other member of the Group), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGroup, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse EffectEffect (provided that such Finance Party shall not be entitled to such information to the extent that it constitutes “material non-public information”); (id) promptly on becoming aware of thempromptly, details notice of any damage to or destruction of the Vessel or any breakdown change in authorised signatories of any part Obligor signed by a director or company secretary of the Vessel, where the cost such Obligor accompanied by specimen signatures of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000any new authorised signatories; (je) promptly on becoming aware promptly, such information as the Security Agent may reasonably require about the Charged Property and compliance of them, details the Obligors with the terms of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material natureTransaction Security Documents; and (kf) upon promptly, such further information regarding the financial condition, business, assets and operations of any member of the Group and/or any member of the Group (including any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Obligor under this Agreement, any changes to management of the Group and an up to date copy of its shareholders’ register (or equivalent in its jurisdiction of incorporation)) as any Finance Party (through the Agent) may reasonably request by (provided that such Finance Party shall not be entitled to such further information to the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itextent that it constitutes “material non-public information”).

Appears in 1 contract

Samples: Facility Agreement (Shanda Media LTD)

Information: miscellaneous. The Owner must supply Borrower shall provide to the Facility Agent, in electronic form by email attachments or hard copy Administrative Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Administrative Agent so requests): (a) copies of at the same time as delivered, all documents despatched delivered by it to its creditors and all documents that are required by law to be delivered by it to its shareholders (other than trade creditors) generally or any class of them at the same time as they are despatchedthem); (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any material litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst it; (c) promptly following any relevant change, information related to any changes in any Tax law or regulation in any jurisdiction in which it is subject to taxation which change is relevant to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion calculation of the Facility Agent acting on the instructions of the Majority Lenders)Projected Net Revenues for any Calculation Period; (d) as soon as reasonably practicable on requestpromptly, such further informationinformation regarding its financial condition, in electronic form by email attachments or hard copy (andbusiness, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition assets and operations of as any Secured Party (through the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent Administrative Agent) may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification written notice of the occurrence of any strikes or industrial action taken or proposed Default; (f) for each a calendar month, a report setting forth the production and associated lease operating statements of the Borrower for such month attributable to be taken the Leases and in form reasonably satisfactory to the Administrative Agent; (g) promptly upon receipt, copies of all cash call invoices issued by the Manager Operator of the Borrowing Base Asset and promptly provide evidence that each cash call invoice referred to in this paragraph (g) has been paid when due; (h) promptly upon receipt, copies of all material governmental or its employees, subcontractors or personnel from time regulatory notices (including any notices relating to time which has or may reasonably be expected to have a Material Adverse Effect;Sanctions); and (i) promptly on becoming aware of themat least thirty (30) days prior to joining any Consolidated Group, details of any damage written notice that the Borrower will consent to or destruction join such group which notice shall contain, in form reasonably satisfactory to the Administrative Agent, a detailed explanation of the Vessel or any breakdown of any part reasons for joining such Consolidated Group and a financial model reflecting the current and expected taxable income of the Vessel, where Borrower and the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itConsolidated Group members.

Appears in 1 contract

Samples: Borrowing Base Facility Agreement (Cobalt International Energy, Inc.)

Information: miscellaneous. The Owner must Company shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject if the Agent so requests) (it being understood that any documents required to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicablebe delivered hereunder shall be deemed delivered when publicly filed with the U.S. Securities and Exchange Commission): (a) copies of all documents despatched dispatched by it the Parent to its creditors public shareholders (other than trade creditors) generally or any class of them them) or by any member of the Group to its creditors generally at the same time as they are despatcheddispatched; (b) copies of all reports provided promptly, any announcement, notice or other document relating specifically to the Owner Parent posted onto any electronic website maintained by the Manager pursuant to the Management Agreement, any stock exchange on which shares in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion or other securities of the Facility Agent (acting reasonably), Parent are listed or any additional technical report is necessary, electronic website required by any such stock exchange to be maintained by or on behalf of the Owner will procure such reportParent; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion any member of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on requestGroup, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may would reasonably be expected to have a Material Adverse Effect; (id) promptly, such information as a Security Agent may reasonably require about the Security Assets and compliance of the Obligors with the terms of any Transaction Security Documents; (e) promptly on upon becoming aware of them, the details of any damage to judgment or destruction order of a court, arbitral body or agency which is made against any member of the Vessel or any breakdown Group, and which would reasonably be expected to have a Material Adverse Effect; (f) promptly upon becoming aware of any part Threshold Breach, details of that Threshold Breach, including the amount of the Vesselprepayment required under Clause 7.3 (Utilisation Threshold); (g) promptly, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction such further information regarding any member of the Vessel during Group as any Finance Party (through the previous six months Agent) may reasonably request; (h) promptly, notice of any change in authorised signatories of any Obligor signed by a director or company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories; (i) promptly and, in any event, at the same time as such filing, the details of any acquisition for which the Parent is likely required to exceed US$10,000,000;file a Form 8-K with the U.S. Securities and Exchange Commission; and (j) promptly and, in any event, on becoming aware or prior to the date of themeach anniversary of the date of this Agreement, details a list of any proposal for an amendment or waiver Chattels (including the invoices relating to such Chattels and the categories of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itsuch Chattels).

Appears in 1 contract

Samples: Secured Facility Agreement (Amkor Technology, Inc.)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all the Lenders, if the Facility Agent so requests) the following, in each case in respect of the Lenders), subject to any duty of confidentiality which it may have to third parties Borrower (whom it will promptly approach in order to seek any necessary consents where applicableunless otherwise noted): (a) copies of all material documents despatched dispatched by it the Borrower to its creditors (other than trade creditors) generally generally, or any to a class of them its creditors generally, at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Borrower and which might, if adversely determined, reasonably be expected to involve potential or alleged liability in excess of one million (1,000,000) EUR (or its equivalent in other currencies on the date of their determination); (c) promptly upon becoming aware of them, the details of any insurance claims, claims made under the Project Documents or material changes to the best of its knowledge and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion Project which might reasonably be expected to involve potential or alleged liability of the Facility Agent acting Borrower in excess of five million (5,000,000) EUR (or its equivalent in other currencies on the instructions date of the Majority Lenderstheir being determined or made); (d) as soon as reasonably practicable on requestpromptly upon becoming aware of them, such further information, in electronic form by email attachments any material conflicts or hard copy (and, if in hard copy, in sufficient copies for all breaches of the Lenders), regarding the financial condition and operations of the Owner any law or regarding any matter relevant to, or regulation applicable to any provision of, a Finance Document as the Facility Agent may reasonably requestit; (e) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any event or circumstance material collective labour dispute which is a Force Majeure Eventcurrent, threatened or pending against the Borrower; (f) promptly on upon becoming aware of them, the details of any event which has a Material Adverse Effectchange in the Credit Rating or in the rating of the Facility (if any) or in the published outlook of either; (g) as soon as they are available, copies promptly upon the Borrower becoming aware of any notice of defaultsuch filing, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling CharterSEC filings by AMD Inc.; (h) as soon as they are availablepromptly, upon receipt thereof by the Borrower: (i) periodic technical progress reports, including, copies of any notice of default, termination or material claim made against it under reports relating to “Fab Construction Weathertight” and “Clean Room Ready for Equipment” as received by the Management Agreement together with details of any action it proposes to take in relation to Borrower from the same Project Engineer; and, upon becoming aware (ii) a copy of the same, notification confirmation of any strikes or industrial action taken or proposed to be taken “first silicon out” as provided by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse EffectTechnical Adviser; (i) promptly on becoming aware of thempromptly, details of any damage changes to or destruction the Borrower’s, the Guarantors’, the General Partner’s and/or (upon becoming aware of it) LM Beteiligungsgesellschaft mbH’s accounting periods and all changes of the Vessel Borrower’s, the General Partner’s and/or LM Beteiligungsgesellschaft mbH’s articles of association or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000equivalent constitutional documents; (j) promptly on becoming aware of thempromptly, details of any proposal for an amendment material events or waiver circumstances affecting its business (wesentliche Geschäftsvorgänge) and, promptly at the request of the Facility Agent, a Related Contract other than amendments or waivers report summarising its financial condition and operations; (k) promptly, such further information regarding the financial condition, business and operations of an administrative or non-material naturethe Borrower, the Guarantors, the General Partner and/or LM Beteiligungsgesellschaft mbH as any Finance Party (through the Facility Agent) may reasonably request; and (kl) upon request by promptly, the details of any amendments, variations, novations, supplements or terminations of any Transaction Document to which a Finance Party is not a party, and shall ensure that senior management is available once a year for the purpose of a meeting with the Lenders and the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itAgent in relation thereto.

Appears in 1 contract

Samples: Term Loan Facility Agreement (Advanced Micro Devices Inc)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies within ten days of the date of the first Utilisation, evidence reasonably satisfactory to the Agent that all documents despatched applicable stamp fees payable by it to its creditors (other than trade creditors) generally the Borrower in respect of the Acquisition Documents have been paid or any class will be paid by upon delivery of them at the same time as they are despatchedDevelopment Agreement in accordance with this Agreement; (b) copies of all reports provided documents dispatched by the Borrower to: (i) the Lessor under the Development Agreement that are material to the Owner by Facilities or the Manager pursuant to Finance Documents; and (ii) its creditors generally and which are material in the Management Agreementcontext of the Finance Documents, the Acquisition and/or the Facilities, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportpromptly after they are dispatched; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst the Borrower, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (id) promptly on upon becoming aware of them, the details of any damage to claim, notice or destruction of the Vessel or any breakdown other communication received by it in respect of any part actual or alleged breach of the Vessel, where the cost of repair or reinstatement is likely liability under Environmental Law which would reasonably be expected to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000have a Material Adverse Effect; (je) promptly on upon becoming aware of them, the details of any proposal for an Control Event; (f) promptly upon becoming aware of them, the details of any actual or proposed amendment to or waiver or consent under, any breach of a Related Contract other than amendments or waivers of an administrative default under, any notice given or non-material naturereceived under and any claim made by or against the Borrower under any Acquisition Document; and (kg) upon request by promptly, such further information regarding the Facility Acquisition, the Integrated Resort Project or the financial condition, business, operations and prospects of the Borrower as any Finance Party (through the Agent, copies of all Transaction Authorisations (if any) obtained by itmay reasonably request.

Appears in 1 contract

Samples: Facility Agreement (Las Vegas Sands Corp)

Information: miscellaneous. The Owner Company must supply or ensure that there is supplied to the Facility Agent, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicable):Lenders if the Facility Agent so requests: (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddespatched to its shareholders, copies of all documents despatched by any Obligor to its shareholders generally (or any class of them) or despatched by any member of the Group to its creditors generally (or any class of them); (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, details of any litigation, arbitration arbitration, administrative, competition or administrative regulatory proceedings which are current, threatened or pending and which have or, to the best of its knowledge and beliefif adversely determined, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect; (c) promptly on request, copies of any authorisation required under any law or regulation to enable an Obligor to perform its obligations under, or for the validity or enforceability of, any Finance Document or to carry on its business as it is being or will be conducted; (d) promptly on request, an up to date copy of its shareholders’ register (or the equivalent under the law of its jurisdiction of incorporation); (e) promptly upon receipt of the same, any material correspondence: (i) in connection with any Material Agreement; or (ii) in connection with any licence or other matter of a regulatory nature with the National Communications Authority; (f) promptly upon execution of the same, a copy of any Transaction Document together with any amendment or waiver thereto permitted pursuant to and in accordance with Clause 19.22 (Amendments to documents); (g) the amount of Net Debt Issue Proceeds and Net Public Offering Proceeds for each four financial quarters of the Company and the amount of Net Disposal Proceeds, Net Compensation Proceeds, Net Insurance Proceeds, Net Reports Proceeds and Excess Cashflow for each annual Accounting Period of the Company (all as set out in Schedule 7 (Form of Compliance Certificate) and without prejudice to its notification obligations under Clauses 7.3(a) (Net Debt Issue Proceeds) and 7.4(a) (Net Public Offering Proceeds)); (h) details of any member of the Group which is or becomes a Dormant Subsidiary; (i) promptly on becoming aware request, such further information regarding the financial condition, business, assets and operations of them, details the Group and/or any member of the Group (including any requested amplification or explanation of any damage to item in the Accounts, Business Plan, Annual Operating Budget or destruction of the Vessel or other material provided by any breakdown of Obligor under this Agreement) as any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by Finance Party through the Facility Agent, copies of all Transaction Authorisations (if any) obtained by itAgent may reasonably request.

Appears in 1 contract

Samples: Credit Facilities Agreement (Hungarian Telephone & Cable Corp)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched dispatched by it the Borrower or any Target to its creditors shareholders generally (other than trade creditors) generally or any class of them them) as required by law or its constitutional documents (excluding for the avoidance of doubt any such requirement set out in any contract referenced in the Borrower's or (as the case may be) that Target's constitutional documents) or its creditors generally at the same time as they are despatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any material litigation, arbitration or administrative proceedings (except for frivolous or vexatious proceedings) which are current, threatened or pending or, to against any member of the best of its knowledge and belief, threatened against it and Group which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as are reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (c) promptly, such information as the Security Agent may reasonably require about the Charged Property and compliance of the Obligors with the terms of any Transaction Security Documents; (d) promptly, details of: (i) promptly any change in the direct shareholding in the Borrower which (A) results in any person becoming (or ceasing to be) a direct shareholder of 5 per cent. or more of the entire issued share capital of the Borrower or (B) otherwise relates to 5 per cent. or more of the entire issued share capital of the Borrower; (ii) any change of 10 per cent. or more in the direct or indirect shareholding (including by way of being a beneficiary under a trust) of the Ultimate Shareholder in the Borrower; and (iii) any circumstance described in Clause 7.2 ( Mandatory prepayment on becoming aware change of themcontrol or share ownership); (e) any notification required to be delivered by it pursuant to paragraph (c)(x) of Clause 21.4 (Negative pledge); (f) promptly, details of any damage to or destruction changes in the constitutive documents of the Vessel Borrower or any breakdown the Guarantor which has a material adverse impact on the rights of the Finance Parties (taken as a whole) under the Finance Documents, together with documentary evidence of reasonable details showing that such change has been made; (g) promptly, such further information regarding the financial condition, business and operations of any part member of the VesselGroup as any Finance Party (through the Agent) may reasonably request; (h) promptly, where notice of any change in authorised signatories of any Obligor signed by a director or company secretary of such Obligor accompanied by specimen signatures of any new authorised signatories; (i) promptly, such information regarding the cost of repair or reinstatement is likely to exceed US$10,000,000 or where Acquisition and the cumulative cost of repair or reinstatement of damage to or destruction of Acquisition Documents as any Finance Party (through the Vessel during the previous six months is likely to exceed US$10,000,000Agent) may reasonably request; (j) promptly on becoming aware of themupon its occurrence (and in any event no later than three days after its occurrence), details and the date of the occurrence of any proposal for an amendment event or waiver circumstance which results in or is reasonably likely to result in a breach of a Related Contract other than amendments the Bancassurance Agreement or waivers the Bancassurance Agreement being terminated or being terminable at the option of an administrative any party thereto, and promptly upon any of such events or non-material naturecircumstances ceasing to continue (including the date of cessation); and (k) upon request by the Facility Agentpromptly, copies details of all Transaction Authorisations any event of default (if anyhowsoever described) obtained by itunder any Existing Subordinated Debts or any other Subordinated Debts referred to in Clause 21.15 ( Subordinated Debts: Non-affiliates) or any other event which will entitle any creditor thereof to require early repayment or redemption of such debts.

Appears in 1 contract

Samples: Loan Agreement (PCGI Intermediate Holdings LTD)

Information: miscellaneous. The Owner must Original Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of 19.6.1. all documents despatched dispatched by it the Original Borrower to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally (or any class of them) at the same time as they are despatcheddispatched; (b) copies of all reports provided to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such report; (c) as soon as reasonably practicable on 19.6.2. promptly upon becoming aware of them, details and copies of any changes proposed to be or made to its constitutional documents or the Constitutional Documents of it or any other Obligor, including the filing of any Memorandum of Incorporation under the Companies Act; 19.6.3. promptly upon becoming aware of them, a notice notifying the Facility Agent of any winding-up applications, liquidation applications or business rescue applications or litigation, arbitration or administrative proceedings that have been threatened or commenced against any Obligor which, if adversely determined, would be reasonably likely to have a Material Adverse Effect and (if requested by the Facility Agent) promptly provide the details of any such winding-up applications, liquidation applications or business rescue applications or litigation, arbitration or administrative proceedings which are current, threatened or pending or, to the best of its knowledge and belief, threatened against it or any Obligor, and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as be reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected likely to have a Material Adverse Effect; (i) promptly on becoming aware of them19.6.4. promptly, details of any damage to or destruction of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000; (j) promptly on becoming aware of them, details of any proposal for an amendment or waiver of a Related Contract other than amendments or waivers of an administrative or non-material nature; and (k) upon request by the Facility Agent, copies such further information regarding the financial condition, business and operations of all Transaction Authorisations it or any Obligor as any Finance Party (if anythrough the Facility Agent) obtained may reasonably request; 19.6.5. promptly, notice of any change in authorised signatories of it or any other Obligor signed by ita director or company secretary of it or such other Obligor (as the case may be) accompanied by specimen signatures of any new authorised signatories; 19.6.6. as soon as reasonably possible, such information as the Facility Agent or the Debt Guarantor may reasonably require about any assets which are the subject of any Encumbrance and compliance by the Obligors with the terms of any Security Documents; and 19.6.7. promptly, upon request by the Facility Agent, such additional information or documentation as the Facility Agent may reasonably require in order to verify that any signatory referred to in Clause 19.6.5 has been duly authorised.

Appears in 1 contract

Samples: Term and Revolving Credit Facilities Agreement (Sibanye Gold LTD)

Information: miscellaneous. The Owner must Borrower shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders)Finance Parties, subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Agent so requests): (a) copies of all documents despatched dispatched by it each Transaction Obligor to its creditors shareholders (other than trade creditors) generally or any class of them them) or its creditors generally at the same time as they are despatched; (b) copies of all reports provided promptly, any announcement, notice or other document relating specifically to the Owner each Transaction Obligor posted onto any electronic website maintained by the Manager pursuant to the Management Agreement, any stock exchange on which shares in each case, within five (5) Business Days of receipt or other securities of such report Transaction Obligor are listed or any electronic website required by the Owner and if, in the opinion any such stock exchange to be maintained by or on behalf of the Facility Agent (acting reasonably), any additional technical report is necessary, the Owner will procure such reportTransaction Obligor; (c) as soon as reasonably practicable on promptly upon becoming aware of them, the details of any litigation, arbitration or administrative proceedings which are current, threatened or pending oragainst any Transaction Obligor or any member of the Group, to the best of its knowledge and belief, threatened against it and which, in each caseif adversely determined, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (and, if in hard copy, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may reasonably be expected to have a Material Adverse Effect; (id) promptly, such information as the Security Agent may reasonably require about the Security Assets and compliance of the Transaction Obligors with the terms of any Transaction Security Documents; (e) promptly on upon becoming aware of them, the details of any damage to judgment or destruction order of a court, arbitral body or agency which is made against any Transaction Obligor, or any member of the Vessel or any breakdown of any part of the Vessel, where the cost of repair or reinstatement is likely Group and which would reasonably be expected to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000have a Material Adverse Effect; (jf) promptly on becoming aware of thempromptly, details such further information regarding the financial condition, business and operations of any proposal for an amendment Transaction Obligor or waiver any member of the Group as any Finance Party (through the Agent) may reasonably request; (g) promptly, notice of any change in authorised signatories of any Transaction Obligor signed by a Related Contract other than amendments director or waivers company secretary of an administrative or non-material naturesuch Transaction Obligor accompanied by specimen signatures of any new authorised signatories; and (kh) upon request by prior to the Facility Agentend of each 12-Month period after the first Utilisation Date, copies a detailed statement of all Transaction Authorisations (if any) obtained by itthe latest outstanding balance of the Cash Pooling Arrangement, in form and substance similar to the statement provided to the Agent prior to the first Utilisation Date.

Appears in 1 contract

Samples: Facility Agreement (Advanced Technology (Cayman) LTD)

Information: miscellaneous. The Owner must Credit Parties shall supply to the Facility Agent, in electronic form by email attachments or hard copy Agent (and, if in hard copy, in sufficient copies for all of the Lenders), subject to any duty of confidentiality which it may have to third parties (whom it will promptly approach in order to seek any necessary consents where applicableif the Facility Agent so requests): (a) copies of all documents despatched by it to its creditors (other than trade creditors) generally or any class of them at the same time as they are despatcheddispatched, copies of all reports, notices, proxy statements or other documents dispatched by the Borrower to its shareholders generally (or any class of them) or dispatched by the Borrower or any Credit Party to its creditors generally (or any class of them, including the holders of the Existing 2007 Bond and the Existing 2010 Bond); (b) promptly after filing thereof, copies of all reports provided on Form 6-K (or any successor forms adopted by the SEC) and each other document and form that the Borrower files with or submits to the Owner by the Manager pursuant to the Management Agreement, in each case, within five (5) Business Days of receipt of such report by the Owner and if, in the opinion of the Facility Agent (acting reasonably), SEC or any additional technical report is necessary, the Owner will procure such reportsecurities exchange; (c) as soon as reasonably practicable on promptly after becoming aware of them, the details of any litigation, arbitration or administrative proceedings which that are current, threatened or pending or, to the best of its knowledge against any Group Member and belief, threatened against it and which, in each case, would have a Material Adverse Effect (in the opinion of the Facility Agent acting on the instructions of the Majority Lenders); (d) as soon as reasonably practicable on request, such further information, in electronic form by email attachments or hard copy (andthat, if in hard copyadversely determined, in sufficient copies for all of the Lenders), regarding the financial condition and operations of the Owner or regarding any matter relevant to, or to any provision of, a Finance Document as the Facility Agent may reasonably request; (e) as soon as reasonably practicable on becoming aware of them, details of any event or circumstance which is a Force Majeure Event; (f) promptly on becoming aware of them, details of any event which has a Material Adverse Effect; (g) as soon as they are available, copies of any notice of default, termination, material dispute or claim (including notices provided by the Charterer under the terms of a Drilling Charter) made against it under the Shipbuilding Contract, the Drilling Charter, any Refund Guarantee or under the Owner’s Shipbuilding Contract Guarantee or affecting the Vessel together with details of any action it proposes to take in relation to the same and notice of any charterhire reduction or proposed charterhire reduction under the terms of a Drilling Charter; (h) as soon as they are available, copies of any notice of default, termination or material claim made against it under the Management Agreement together with details of any action it proposes to take in relation to the same and, upon becoming aware of the same, notification of any strikes or industrial action taken or proposed to be taken by the Manager or its employees, subcontractors or personnel from time to time which has or may could reasonably be expected to have a Material Adverse Effect; (id) promptly on after becoming aware of them, the details of any damage written disclosure made pursuant to or destruction the terms of the Vessel Share Purchase Agreement that has or any breakdown of any part of could reasonably be expected to have a material adverse effect on the Vesselinformation, where opinions, intentions, forecasts and projections, taken as a whole, contained or referred to in the cost of repair or reinstatement is likely to exceed US$10,000,000 or where the cumulative cost of repair or reinstatement of damage to or destruction of the Vessel during the previous six months is likely to exceed US$10,000,000Information Package; (je) promptly on after becoming aware of themthe relevant claim, the details of any claim that is current, threatened or pending against the Sellers or any other person in respect of the Acquisition Documents and details of any disposal or insurance claim that will require a prepayment under Section 2.10; (f) promptly following request of the Facility Agent, a Mandated Lead Arranger or the Lead Arranger, details of the status of any proposal for an amendment outstanding Authorizations required in connection with the Acquisition and information reasonably requested in connection therewith; (g) promptly following receipt at any time on or waiver prior to the Closing Date, copies of a Related Contract other than amendments all financial statements or waivers management accounts of an administrative the Target Group (if any) provided to the Borrower by the Target or non-material natureSellers pursuant to the Share Purchase Agreement; (h) promptly after request, such information as the Security Agent may reasonably require about the Transaction Security, the Collateral or compliance of the Credit Parties with the terms of any Credit Documents; and (ki) upon request promptly after request, such further information regarding the financial condition, assets or operations of the Group or any Group Member (including any requested amplification or explanation of any item in the financial statements, budgets or other material provided by any Credit Party under this Agreement, any changes to management of the Group and an up-to-date copy of its shareholders’ register (or equivalent in its jurisdiction of incorporation)) of any Group Member, as any Finance Party through the Facility AgentAgent may reasonably request. Concurrently with the delivery of any document or notice required to be delivered pursuant to this Section or Section 5.1, copies the Borrower shall indicate in writing whether such document or notice contains Nonpublic Information. The Borrower and each Lender acknowledge that certain of all Transaction Authorisations the Lenders may be “public-side” Lenders (Lenders that do not wish to receive material non-public information with respect to the Borrower, its Subsidiaries or their securities) and, if any) obtained by itdocuments or notices required to be delivered pursuant to this Section, Section 5.1 or otherwise are being distributed through IntraLinks/IntraAgency, SyndTrak or another relevant website or other information platform (the “Platform”), any document or notice that the Borrower has indicated contains Nonpublic Information shall not be posted on that portion of the Platform designated for such public-side Lenders. If the Borrower has not indicated whether a document or notice delivered pursuant to this Section or Section 5.1 contains Nonpublic Information, the Facility Agent reserves the right to post such document or notice solely on that portion of the Platform designated for the Lenders that wish to receive material nonpublic information with respect to the Borrower, its Subsidiaries and their securities.

Appears in 1 contract

Samples: Credit Agreement (Home Inns & Hotels Management Inc.)

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