Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company obtains actual knowledge thereof: (a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto; (b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect; (c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect; (d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and (e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 12 contracts
Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings, the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 9 contracts
Samples: Credit Agreement (United Parks & Resorts Inc.), Credit Agreement (United Parks & Resorts Inc.), Credit Agreement (United Parks & Resorts Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 7 contracts
Samples: Incremental Assumption and Amendment Agreement (Rackspace Technology, Inc.), First Lien Credit Agreement (Rackspace Technology, Inc.), Incremental Assumption and Amendment Agreement (Redbox Entertainment Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurredoccurred and are occurring, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 6 contracts
Samples: Amendment to Credit Agreement (Anywhere Real Estate Group LLC), Term Loan Agreement (Realogy Group LLC), Term Loan Agreement (Realogy Group LLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 6 contracts
Samples: Credit Agreement (Cerence Inc.), Credit Agreement (Cerence Inc.), Credit Agreement (Chicken Soup for the Soul Entertainment, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Intermediate Holdings or any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Intermediate Holdings or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Intermediate Holdings or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 6 contracts
Samples: Amendment Agreement (Momentive Performance Materials Inc.), Senior Secured Debtor in Possession and Exit Asset Based Revolving Credit Agreement (Momentive Performance Materials Inc.), Amendment Agreement (Momentive Performance Materials Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower or any Relevant Subsidiary obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of its Relevant Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of its Relevant Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 5 contracts
Samples: Credit Agreement (Crestwood Midstream Partners LP), Credit Agreement (Crestwood Midstream Partners LP), Credit Agreement (Crestwood Midstream Partners LP)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event (or termination of, withdrawal from, or noncompliance with applicable law or plan terms with respect to, Foreign Plans) that, together with all other ERISA Events (and any such termination, withdrawal or noncompliance with respect to Foreign Plans) that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 5 contracts
Samples: Credit Agreement (Nuance Communications, Inc.), Credit Agreement (Secure Computing Corp), Credit Agreement (Nuance Communications, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will the Administrative Agent shall promptly thereafter furnish distribute to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of its Subsidiaries as to which an adverse determination is reasonably probable and whichthat, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of its Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 5 contracts
Samples: First Lien Credit Agreement and Security Agreement (Exela Technologies, Inc.), First Lien Credit Agreement, First Lien Credit Agreement (Exela Technologies, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event thatEvent, that together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 5 contracts
Samples: Credit Agreement (Foundation Coal Holdings, Inc.), Credit Agreement (Foundation Coal Holdings, Inc.), Loan Agreement (BCP Crystal Holdings Ltd. 2)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Holdings (prior to a Qualified IPO) or any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings (prior to a Qualified IPO), the U.S. Borrower or any Subsidiary of its subsidiaries as to which an adverse determination is reasonably probable and whichthat, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings (prior to a Qualified IPO), the U.S. Borrower or any Subsidiary of its subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 4 contracts
Samples: Incremental Assumption Agreement (Momentive Specialty Chemicals Inc.), Amendment Agreement (Hexion Specialty Chemicals, Inc.), Credit Agreement (Hexion Specialty Chemicals, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of its subsidiaries as to which an adverse determination is reasonably probable and whichthat, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of its subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any material change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certificationaccounting policies or financial reporting practices by any Loan Party or any Subsidiaries thereof.
Appears in 4 contracts
Samples: Support Agreement (Affinion Group Holdings, Inc.), Credit Agreement (Affinion Group Holdings, Inc.), Credit Agreement (Affinion Group Holdings, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Parent or any Subsidiary of its Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Parent or any Subsidiary of its Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 3 contracts
Samples: Credit Agreement (Smart & Final Stores, Inc.), Credit Agreement (Smart & Final Stores, Inc.), First Lien Term Loan Credit Agreement (Smart & Final Stores, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 3 contracts
Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company or any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary of its Wholly Owned Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party a Borrower or any Subsidiary of its Wholly Owned Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event thatEvent, that together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 3 contracts
Samples: Credit Agreement (CHC Group Ltd.), Credit Agreement (CHC Group Ltd.), Credit Agreement (Integra Leasing As)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Holdings, Products or Performance Fibers obtains actual knowledge thereof:
(ai) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(bii) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, Products or any Subsidiary as to of the Subsidiaries which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect;
(ciii) any other development specific to any Loan Party Holdings, Products or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(div) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 3 contracts
Samples: Credit Agreement (Rayonier Advanced Materials Inc.), Credit Agreement (Rayonier Advanced Materials Inc.), Restatement Agreement (Rayonier Advanced Materials Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Parent Borrower obtains actual knowledge thereof:
(a) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings or any Subsidiary of the Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(ed) promptly following any change in request therefor, provide information and documentation reasonably requested by the information provided in Administrative Agent or any Lender required by applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act and the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certificationRegulation.
Appears in 3 contracts
Samples: Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.), Credit Agreement (Leslie's, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement (Norwegian Cruise Line Holdings Ltd.), Credit Agreement (Norwegian Cruise Line Holdings Ltd.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement (Chicken Soup for the Soul Entertainment, Inc.), Credit Agreement (Chicken Soup for the Soul Entertainment, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event thatEvent, that together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Senior Subordinated Bridge B Loan Agreement (Celanese Ag), Senior Subordinated Bridge C Loan Agreement (Celanese Ag)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower or any Restricted Subsidiary obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of its Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of its Restricted Subsidiaries, including the incurrence of any contingent liabilities or occurrence of any Environmental Events that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Rose Rock Midstream, L.P.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a1) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b2) the filing or commencement of, or any written threat or notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings or any Subsidiary of the Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;; and
(c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d3) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e4) any material change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change accounting policies or financial reporting practices by any Loan Party with respect to the list Borrower’s Accounts and Inventory or which otherwise could reasonably be expected to affect the calculation of beneficial owners identified in such certificationthe Borrowing Base or Reserves.
Appears in 2 contracts
Samples: Revolving Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Holdcos or the Borrower obtains actual knowledge thereof:
(ai) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(bii) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Holdcos, the Borrower or any Subsidiary of its Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(ciii) any other development specific to any Loan Party the Holdcos, the Borrower or any Subsidiary of its Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(div) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Abl Credit Agreement (Constellium Holdco B.V.), Abl Credit Agreement (Constellium Holdco B.V.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Parent or any Subsidiary of its Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Parent or any Subsidiary of its Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and;
(e) any material change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change accounting policies or financial reporting practices by any Loan Party with respect to the list Borrower’s Accounts and Inventory or which otherwise could reasonably be expected to affect the calculation of beneficial owners identified in such certificationthe Borrowing Base and Reserves; and
(f) the receipt of any material notice from a supplier, seller or agent pursuant to either PACA or PASA, other than invoices.
Appears in 2 contracts
Samples: Credit Agreement (Smart & Final Stores, Inc.), Revolving Credit Agreement (Smart & Final Stores, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a1) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b2) the filing or commencement of, or any written threat or notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings or any Subsidiary of the Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;; and
(c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d3) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e4) any material change in accounting policies or financial reporting practices by any Loan Party with respect to the Borrower’s Accounts and Inventory or which otherwise could reasonably be expected to affect the calculation of the Borrowing Base or Reserves.; and
(5) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in parts (c) or (d) of such certification.
Appears in 2 contracts
Samples: Revolving Credit Agreement (PET Acquisition LLC), Revolving Credit Agreement (PET Acquisition LLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company obtains actual knowledge thereof:
(a) : any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) ; the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Company or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) ; any other development specific to any Loan Party Holdings, the Company or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) ; the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) and any change in default or event of default under any lease of Real Property if the information provided in fair market value of the Beneficial Ownership Certification delivered to Inventory of the Borrowers stored, maintained or otherwise located on such Lender that would result in a change to the list of beneficial owners identified in such certificationleased Real Property exceeds $5,000,000.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Berry Global Group Inc), Revolving Credit Agreement (Berry Plastics Corp)
Litigation and Other Notices. Furnish to the Administrative Agent Private Side Contacts (which will promptly thereafter furnish with notice to the LendersTrustee) written notice of the following promptly after any Responsible Officer of Holdings or the Company Issuer obtains actual knowledge thereof:
(a) of any condition or event that constitutes any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Issuer or any Subsidiary as to of the Subsidiaries which an adverse determination is reasonably probable and which, if adversely determined, determined would reasonably be expected to have a Material Adverse Effect;
(c) any other event, development or change specific to any Loan Party Holdings, the Issuer or any Subsidiary that is not a matter of general public knowledge and the Subsidiaries that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in board of directors (or similar governing body) of Holdings or the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certificationIssuer.
Appears in 2 contracts
Samples: Indenture (Fresh Market Holdings, Inc.), Indenture (Fresh Market Holdings, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings, the Company Borrower Agent obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower Agent or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower Agent or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement (Dave & Buster's Entertainment, Inc.), Credit Agreement (Dave & Buster's Entertainment, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings or any Subsidiary of its Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development development, the subject matter of which is not covered by Section 5.05(a), Section 5.05(b), or Section 5.05(d), specific to any Loan Party the Borrower or any Subsidiary of its Restricted Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (AZEK Co Inc.), Term Loan Credit Agreement (CPG Newco LLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Holdings (prior to a Qualified IPO) or any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings (prior to a Qualified IPO), the U.S. Borrower or any Subsidiary of its subsidiaries as to which an adverse determination is reasonably probable and whichthat, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings (prior to a Qualified IPO), the U.S. Borrower or any Subsidiary of its subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement (Hexion Specialty Chemicals, Inc.), Credit Agreement (Hexion Specialty Chemicals, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement (Goodman Holding CO), Credit Agreement (Hexion Specialty Chemicals, Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development or occurrence of any ERISA Event or Foreign Plan Event that, together with all other ERISA Events or Foreign Plan Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Incremental Assumption Agreement and Second Amendment to Credit Agreement (Playtika Holding Corp.), Credit Agreement (Playtika Holding Corp.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary that is not a matter of general public knowledge and the Subsidiaries that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development or occurrence of any ERISA Event that, together with all other ERISA Events that have developed individually or occurredin the aggregate, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 2 contracts
Samples: Credit Agreement (Aeroways, LLC), Credit Agreement (Cke Restaurants Inc)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish such information to the Lenders) written notice of the following promptly after any Responsible Officer of the Company such Parent or Borrower, as applicable, obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, or any material development in any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary as Party, with respect to which an there is a reasonable probability of adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any such Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Credit Agreement (Global Infrastructure Investors III, LLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of its subsidiaries as to which an adverse determination is reasonably probable and whichthat, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of its subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any material change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.accounting policies or financial reporting practices by any Loan Party or any Subsidiaries thereof. US-DOCS\101954982.7000000000.8
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) Bank prompt written notice of the following promptly after any Responsible Officer officer of the Company obtains actual knowledge thereofwho is charged with the responsibility of administering this Agreement becomes aware of the same:
(a) any Event of Default or Unmatured Event of Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
; (b) the filing or commencement of, or any written threat or receipt of notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any 41 Governmental Authority or in arbitrationAuthority, against any Loan Party the Company or any Subsidiary as to Affiliate thereof which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
; (c) any other development specific affecting or relating to any Loan Party the Company or any Subsidiary Subsidiary, including without limitation any development in the litigation referred to in Schedule 3.14 hereto, that is not a matter in the reasonable judgment of general public knowledge and that the Company has had, or would could reasonably be expected to have, a Material Adverse Effect;
; (d) the development issuance by any Governmental Authority of any ERISA Event thatinjunction, together with all order, decision or other ERISA Events that have developed restraint prohibiting, or occurredhaving the effect of prohibiting the Loans or the initiation of any litigation or similar proceeding seeking any such injunction, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certificationorder or other restraint.
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower or any Restricted Subsidiary obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of its Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of its Restricted Subsidiaries, including the incurrence of any contingent liabilities or occurrence of any Environmental Events, that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Credit Agreement (SemGroup Corp)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish such information to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, or any material development in any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary as the Borrower, with respect to which an there is a reasonable probability of adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Parent, the Borrower or any Subsidiary that is not a matter of general public knowledge and SMLP that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Term Loan Agreement (Summit Midstream Partners, LP)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower Representative obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Parent or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Parent or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect.; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that (x) would result in a change to the list of beneficial owners identified in such certificationcertification and (y) is required to maintain compliance with the Beneficial Ownership Regulation.
Appears in 1 contract
Samples: Credit Agreement (Adient PLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;; Table of Contents
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings or any Subsidiary of its Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development development, the subject matter of which is not covered by Section 5.05(a), Section 5.05(b), or Section 5.05(d), specific to any Loan Party the Borrower or any Subsidiary of its Restricted Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any material change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change accounting policies or financial reporting practices by any Loan Party with respect to the list Borrower’s Accounts and Inventory or which otherwise would reasonably be expected to affect the calculation of beneficial owners identified in such certificationthe Borrowing Base and Reserves.
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Senior Secured Bridge Loan Credit Agreement (Packerware Corp)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event or with respect to a Foreign Pension Plan, a termination, withdrawal or noncompliance with applicable law or plan terms that, together with all other ERISA Events or terminations, withdrawals or non-compliance with applicable laws or plan terms with respect to Foreign Pension Plans that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Senior Secured Super Priority Term Loan Debtor in Possession Credit Agreement
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurance of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Credit Agreement (PQ Systems INC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and;
(e) any amendment, modification, supplementation or waiver of the Shared Services Agreement or to the SSA Order or any Order governing intercompany arrangements in respect of shared services; and
(f) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list Board of beneficial owners identified in such certificationDirectors of any Loan Party.
Appears in 1 contract
Samples: Superpriority Secured Debtor in Possession Credit Agreement (Verso Paper Holdings LLC)
Litigation and Other Notices. (a) Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(ab) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(bc) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(cd) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(de) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Company or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Company or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Asset Based Revolving Credit Agreement (Magnera Corp)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Holdings or any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against Holdings, any Loan Party Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to Holdings, any Loan Party Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event thatEvent, that together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of Holdings or the Company Borrower obtains actual knowledge thereof:
(ai) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(bii) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings, the Borrower or any Subsidiary as to of the Subsidiaries which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect;
(ciii) any other development specific to any Loan Party Holdings, the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(div) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Credit Agreement (Rayonier Advanced Materials Inc.)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a1) any Default or Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b2) the filing or commencement of, or any written threat or notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party Holdings or any Subsidiary of the Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;; and
(c) any other development specific to any Loan Party or any Subsidiary that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;
(d3) the development occurrence of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse EffectEffectresult in a material liability to a Loan Party; and
(e4) any material change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change accounting policies or financial reporting practices by any Loan Party with respect to the list Borrower’s Accounts and Inventory or which otherwise could reasonably be expected to affect the calculation of beneficial owners identified in such certificationthe Borrowing Base or Reserves.
Appears in 1 contract
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Holdings or any Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or written notice of intention of any person Person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party or any Subsidiary of its Restricted Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would could reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party Holdings, the Borrowers or any Subsidiary of their Restricted Subsidiaries that is not a matter of general public knowledge and that has had, or would could reasonably be expected to have, a Material Adverse Effect;; and
(d) the development occurrence of any ERISA Event thatEvent, that together with all other ERISA Events that have developed or occurred, would could reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract
Samples: Credit Agreement (TPC Group LLC)
Litigation and Other Notices. Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Company Borrower obtains actual knowledge thereof:
(a) any Event of Default or Default, specifying the nature and extent thereof and the corrective action (if any) proposed to be taken with respect thereto;
(b) the filing or commencement of, or any written threat or notice of intention of any person to file or commence, any action, suit or proceeding, whether at law or in equity or by or before any Governmental Authority or in arbitration, against any Loan Party the Borrower or any Subsidiary of the Subsidiaries as to which an adverse determination is reasonably probable and which, if adversely determined, would reasonably be expected to have a Material Adverse Effect;
(c) any other development specific to any Loan Party the Borrower or any Subsidiary of the Subsidiaries that is not a matter of general public knowledge and that has had, or would reasonably be expected to have, a Material Adverse Effect;; and
(d) the development of any ERISA Event that, together with all other ERISA Events that have developed or occurred, would reasonably be expected to have a Material Adverse Effect; and
(e) any change in the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners identified in such certification.
Appears in 1 contract