Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 16 contracts
Samples: Credit Agreement (Health Management Associates Inc), Security Agreement (Health Management Associates Inc), Credit Agreement (Navisite Inc)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable Account or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts.
Appears in 8 contracts
Samples: Security Agreement (SFBC International Inc), Security Agreement (Atrium Companies Inc), Security Agreement (Norcraft Companies Lp)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable Account in excess of $250,000 or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Administrative Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts except where failure would not have a Material Adverse Effect.
Appears in 8 contracts
Samples: Security Agreement (Quest Resource Corp), Security Agreement (Quest Resource Corp), Security Agreement (Quest Resource Corp)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Administrative Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 4 contracts
Samples: Credit Agreement (Entravision Communications Corp), Security Agreement (Entravision Communications Corp), Security Agreement (Itron Inc /Wa/)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesReceivables except to the extent such Pledgor determines such action is not appropriate or advisable consistent with prudent business practice in the ordinary course of business.
Appears in 4 contracts
Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent current or past business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent current or past business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 4 contracts
Samples: Second Lien Credit Agreement (Emdeon Inc.), First Lien Credit Agreement (Emdeon Inc.), Second Lien Credit Agreement (Emdeon Inc.)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with past or otherwise prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with past or otherwise prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Administrative Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 2 contracts
Samples: Credit Agreement (Vonage Holdings Corp), Credit Agreement (Vonage Holdings Corp)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent, which shall not be unreasonably withheld. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 2 contracts
Samples: Canadian Security Agreement (Southern Graphic Systems, Inc.), Security Agreement (Southern Graphic Systems, Inc.)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable Account or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall in all material respects timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts.
Appears in 2 contracts
Samples: Pledge and Security Agreement (PGT, Inc.), Second Lien Pledge and Security Agreement (PGT, Inc.)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations indebtedness evidenced by any Receivable Account or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations indebtedness except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts.
Appears in 2 contracts
Samples: Credit Agreement (General Cable Corp /De/), Credit Agreement (General Cable Corp /De/)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable Account in excess of $250,000 or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts except where failure would not have a Material Adverse Effect.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral AgentTrustee. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations indebtedness evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations indebtedness except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein without the prior written consent of Administrative Agent except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agentpractice. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable Account or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral AgentTrustee. Each Pledgor shall in all material respects timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts.
Appears in 1 contract
Samples: Pledge and Security Agreement (Builders FirstSource, Inc.)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Controlling Agent. Each Pledgor shall timely fulfill all material obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any material Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such material obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any material dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Revolving Credit Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any material Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such material obligations except in the ordinary course of business consistent with prudent business practice or compromise or settle any material dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral AgentAgents. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations indebtedness evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations indebtedness except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein without the prior written consent of the Administrative Agent except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agentpractice. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Samples: Security Agreement (Centennial Communications Corp /De)
Modification of Terms, etc. No Without the prior written consent of the Collateral Agent, no Pledgor shall rescind or cancel any obligations indebtedness evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations indebtedness except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agentpractice. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations indebtedness evidenced by any Receivable or modify any material term thereof or make any material adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations indebtedness except in the ordinary course of business consistent with prudent business practice or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract
Samples: Credit Agreement (Schulman a Inc)
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations evidenced by any Receivable Account or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business in a manner consistent with prudent business practicepractices, or extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice practices or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable Account or interest therein except in the ordinary course of business in a manner consistent with prudent business practice practices without the prior written consent of the Collateral Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts.
Appears in 1 contract
Samples: Security Agreement (Internap Network Services Corp)
Modification of Terms, etc. No Pledgor shall (i) rescind or cancel any obligations evidenced by any Receivable Account or (ii) modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practicebusiness, or (iii) extend or renew any such obligations except in the ordinary course of business consistent with prudent business practice or (iv) compromise or settle any dispute, claim, suit or legal proceeding relating thereto or (v) sell any Receivable Account or interest therein except in the ordinary course of business consistent with prudent business practice business, in each case without the prior written consent of the Collateral Administrative Agent. Each Pledgor shall timely fulfill all obligations on its part to be fulfilled under or in connection with the ReceivablesAccounts.
Appears in 1 contract
Modification of Terms, etc. No Pledgor shall rescind or cancel any obligations indebtedness evidenced by any Receivable or modify any term thereof or make any adjustment with respect thereto except in the ordinary course of business consistent with prudent business practice, or extend or renew any such obligations indebtedness except in the ordinary and prudent course of business consistent with prudent business practice due regard for the security afforded Collateral Agent hereby or compromise or settle any dispute, claim, suit or legal proceeding relating thereto or sell any Receivable or interest therein except in the ordinary course of business consistent with prudent business practice without the prior written consent of the Collateral Agent. Each Pledgor shall use best efforts to timely fulfill all obligations on its part to be fulfilled under or in connection with the Receivables.
Appears in 1 contract