Common use of Knowledge and Required Action Clause in Contracts

Knowledge and Required Action. The Agent will not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this Agreement. In the event that the Agent receives such a notice, it will give prompt notice thereof to the Lenders. The Agent will also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent will, subject to Section 13.06 take such action with respect to such Event of Default or Pending Event of Default as will be directed by the Lenders in accordance with this Article 13 provided that, unless and until the Agent will have received such direction the Agent may, but will not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will not be required to take any such action which it determines to be contrary to the Credit Documents or to any Applicable Law.

Appears in 4 contracts

Samples: Credit Agreement (Just Energy Group Inc.), Credit Agreement (Just Energy Group Inc.), Credit Agreement (Just Energy Group Inc.)

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Knowledge and Required Action. The Agent will not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this Agreement. In the event that the Agent receives such a notice, it will give prompt notice thereof to the Lenders. The Agent will also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent will, subject to Section 13.06 11.06 take such action with respect to such Event of Default or Pending Event of Default as will be directed by the Lenders in accordance with this Article 13 11 provided that, unless and until the Agent will have received such direction the Agent may, but will not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will not be required to take any such action which it determines to be contrary to the Credit Loan Documents or to any Applicable Law.

Appears in 2 contracts

Samples: Loan Agreement, Loan Agreement (Just Energy Group Inc.)

Knowledge and Required Action. The Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is expressly required in any Credit Document to be paid to the Agent for the account of the LendersLenders on a specified date and is not so paid on such date) unless the Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating in the case of notice from any Lender that such notice is given pursuant to this AgreementSection for purposes of notifying the Agent on behalf of all the Lenders. In the event that the Agent receives any such a notice, it will shall give prompt notice thereof to all the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the LendersLenders on a specified date, if such amount has not been paid to the Agent when due. The Agent will, subject to Section 13.06 shall take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Lenders in accordance with this Article 13 XI; provided that, unless and until the Agent will shall have received such direction and an indemnity from the Lenders, the Agent may, but will shall not be obliged to, to take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Documents or to any Applicable Lawapplicable law.

Appears in 1 contract

Samples: Credit Agreement

Knowledge and Required Action. The Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a Borrower the Borrowers specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Agent receives such a notice, it will shall give prompt notice thereof to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent willshall, subject to Section 13.06 14.13 take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Lenders in accordance with this Article 13 provided that, unless and until the Agent will shall have received such direction the Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Loan Documents or to any Applicable Law.

Appears in 1 contract

Samples: Credit Agreement (Points International LTD)

Knowledge and Required Action. The Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Agent receives such a notice, it will shall give prompt notice thereof to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent willshall, subject to Section 13.06 12.03 take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Lenders in accordance with this Article 13 12 provided that, unless and until the Agent will shall have received such direction the Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Loan Documents or to any Applicable Law.

Appears in 1 contract

Samples: Credit Agreement (Sierra Wireless Inc)

Knowledge and Required Action. The Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Agent receives such a notice, it will shall give prompt notice thereof to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent willshall, subject to Section 13.06 13.02, take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Lenders in accordance with this Article 13 13; provided that, unless and until the Agent will shall have received such direction the Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Loan Documents or to any Applicable Requirements of Law.

Appears in 1 contract

Samples: Credit Agreement (Nordion Inc.)

Knowledge and Required Action. The Administrative Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Administrative Agent for the account of the Lenders) unless the Administrative Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Administrative Agent receives such a notice, it will shall give prompt notice thereof of the same to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Administrative Agent for the account of the Lenders. The Administrative Agent willshall, subject to Section 13.06 12.06, take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Required Lenders in accordance with this Article 13 Twelve; provided that, unless and until the Administrative Agent will shall have received such direction the Administrative Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Administrative Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Documents or to any Applicable Lawapplicable law.

Appears in 1 contract

Samples: Loan Agreement (MDS Inc)

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Knowledge and Required Action. The Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Agent receives such a notice, it will shall give prompt notice thereof to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent willshall, subject to Section 13.06 14.13 take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Lenders in accordance with this Article 13 14 provided that, unless and until the Agent will shall have received such direction the Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Loan Documents or to any Applicable Law.

Appears in 1 contract

Samples: Credit Agreement (Valens Company, Inc.)

Knowledge and Required Action. The Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Agent receives such a notice, it will shall give prompt notice thereof to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent willshall, subject to Section 13.06 13.02 take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Lenders in accordance with this Article 13 provided that, unless and until the Agent will shall have received such direction the Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Loan Documents or to any Applicable Law.

Appears in 1 contract

Samples: Credit Agreement (Sierra Wireless France SAS)

Knowledge and Required Action. The Administrative Agent will shall not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Administrative Agent for the account of the Lenders) unless the Administrative Agent has received notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Administrative Agent receives such a notice, it will shall give prompt notice thereof of the same to the Lenders. The Agent will , and shall also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Administrative Agent for the account of the Lenders. The Administrative Agent willshall, subject to Section 13.06 12.7, take such action with respect to such Event of Default or Pending Event of Default as will shall be directed by the Required Lenders in accordance with this Article 13 12; provided that, unless and until the Administrative Agent will shall have received such direction the Administrative Agent may, but will shall not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will shall deem advisable in the best interest of the Lenders; and provided further that the Administrative Agent in any case will shall not be required to take any such action which it determines to be contrary to the Credit Documents or to any Applicable LawLaw in respect of any Person.

Appears in 1 contract

Samples: Credit Agreement (Intertan Inc)

Knowledge and Required Action. The Agent will not be deemed to have knowledge or notice of the occurrence of any Event of Default or Pending Event of Default (other than the non-payment of any principal, interest or other amount to the extent the same is required to be paid to the Agent for the account of the Lenders) unless the Agent has received written notice from a Lender or a the Borrower specifying such Event of Default or Pending Event of Default and stating that such notice is given pursuant to this AgreementSection. In the event that the Agent receives such a notice, it will give prompt notice thereof to the Lenders. The Agent , and will also give prompt notice to the Lenders of each non-payment of any amount required to be paid to the Agent for the account of the Lenders. The Agent will, subject to Section 13.06 will take such action with respect to such Event of Default or Pending Event of Default as will be directed by the Majority Lenders in accordance with this Article 13 (or (A) by all Lenders when the consent or approval of all Lenders is required pursuant to Section 12.3; or (B) by BDC when only the consent or approval of BDC is required pursuant to Section 12.2); provided that, unless and until the Agent will have received such direction the Agent may, but will not be obliged to, take such action, or refrain from taking such action, with respect to such Event of Default or Pending Event of Default as it will deem advisable in the best interest of the Lenders; and provided further that the Agent will not in any case will not be required to take any such action which it determines to be contrary to the Credit Documents or to any Applicable Law.

Appears in 1 contract

Samples: Credit Agreement (Sierra Wireless Inc)

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