Common use of Notice of Exercise of Remedies Clause in Contracts

Notice of Exercise of Remedies. Agent agrees that it will give Tranche B Agent five (5) Business Days’ prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche B Lenders shall send to Revolving Lender and Agent the irrevocable notice of Tranche B Lenders’ intention to exercise the purchase option given under this Section 11.10, Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable and other actions permitted under this Agreement and other Financing Agreements shall not be prohibited hereunder); provided that the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period.

Notice of Exercise of Remedies. Agent agrees that it will give Tranche B Agent five (5) Business Days’ prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche B Lenders shall send to Revolving Lender and Agent the irrevocable notice of Tranche B Lenders’ intention to exercise the purchase option given under this Section 11.10Section11.11, Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable and other actions permitted under this Agreement and other Financing Agreements shall not be prohibited hereunder); provided that the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period.

Notice of Exercise of Remedies. Agent agrees that it will give Tranche B Agent Loan Lender five (5) Business Days’ prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche B Lenders Loan Lender shall send to Revolving Lender and Agent the irrevocable notice of Tranche B Lenders’ Loan Lender’s intention to exercise the purchase option given by Revolving Loan Lenders to Tranche B Loan Lender under this Section 11.1016, Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable and other actions permitted under this the Loan Agreement and other Financing Agreements shall not be prohibited hereunder); provided that , provided, that, the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period.

Notice of Exercise of Remedies. Agent agrees that it will give Tranche Term B Agent Loan Lender five (5) Business Days’ prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche Term B Lenders Loan Lender shall send to Revolving Lender and Agent the irrevocable notice of Tranche Term B Lenders’ Loan Lender’s intention to exercise the purchase option given by Revolving Loan Lenders to Term B Loan Lender under this Section 11.104, Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable and other actions permitted under this the Loan Agreement and other Financing Agreements shall not be prohibited hereunder); provided that , provided, that, the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period.

Notice of Exercise of Remedies. Agent agrees that it will give Tranche B Agent Term Loan Lender five (5) Business Days’ prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche B the Majority Term Loan Lenders shall send to Revolving Lender and Agent the irrevocable notice of Tranche B Lenders’ Term Loan Lender’s intention to exercise the purchase option given by Revolving Loan Lenders to the Majority Term Loan Lenders under this Section 11.10Section, Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable and other actions permitted under this the Loan Agreement and other Financing Agreements shall not be prohibited hereunder); provided that , provided, that, the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period.

Notice of Exercise of Remedies. Agent Revolving Loan Lender agrees -------------------------------- that it will give Tranche B Noteholder Agent five ten (510) Business Days’ business days' prior written notice of its intention to commence the exercise of any enforcement right or remedy Lien Enforcement Action against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Revolving Loan Priority Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five ten (510) Business Day period (or such lesser period as provided above)business day period, Tranche B Lenders Noteholder Agent shall send to Revolving Loan Lender and Agent the irrevocable notice of Tranche B Lenders’ Noteholder Agent's intention to exercise the purchase option given by Revolving Loan Lender to Noteholder Agent under this Section 11.104.1 hereof, Agent Revolving Loan Lender shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that (a) continuing collection of accounts receivable and (b) to the extent such action does not constitute a Lien Enforcement Action, other actions permitted under this Agreement and other Financing the Revolving Loan Agreements shall not be prohibited hereunder); provided that , provided, that, Revolving Loan Lender's forbearance shall terminate if the purchase and sale with respect to the Obligations Revolving Loan Debt provided for herein shall not have closed within five twenty (520) Business Days thereafter and Agent days after the receipt by the Revolving Loan Lender of the irrevocable notice from Noteholder Agent, and Revolving Loan Lender shall not have received payment in full of the Obligations Revolving Loan Debt as provided for herein within such five twenty (520) Business Day day period.

Notice of Exercise of Remedies. Agent agrees that it will give Tranche Term B Agent Loan Lender five (5) Business Days’ ' prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche Term B Lenders Loan Lender shall send to Revolving Lender and Agent the irrevocable notice of Tranche Term B Lenders’ Loan Lender's intention to exercise the purchase option given by Revolving Loan Lenders to Term B Loan Lender under this Section 11.1013.1(e), Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable Receivables and other actions permitted under this the Loan Agreement and other Financing Agreements shall not be prohibited hereunder); provided that , PROVIDED, THAT, the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period."

Notice of Exercise of Remedies. Agent agrees that it will give Tranche Term B Agent Loan Lender five (5) Business Days’ ' prior written notice of its intention to commence the exercise of any enforcement right or remedy against the Collateral and/or to accelerate all or any material portion of the Obligations, except that such period of prior written notice may be less (but in any event concurrently with exercise thereof) as to any portion of the Collateral to the extent that in the good faith determination of Agent there are events or circumstances that imminently threaten the value of such Collateral or the ability of Agent to exercise its rights with respect to such Collateral, including the removal, diversion, concealment, abscondment, destruction or waste thereof. In the event that during such five (5) Business Day period (or such lesser period as provided above), Tranche Term B Lenders Loan Lender shall send to Revolving Lender and Agent the irrevocable notice of Tranche Term B Lenders’ Loan Lender's intention to exercise the purchase option given by Revolving Loan Lenders to Term B Loan Lender under this Section 11.104, Agent shall not commence any foreclosure or other action to sell or otherwise realize upon the Collateral or accelerate all or any material portion of the Obligations (provided that continuing collection of accounts receivable and other actions permitted under this the Loan Agreement and other Financing Agreements shall not be prohibited hereunder); provided that , provided, that, the purchase and sale with respect to the Obligations provided for herein shall have closed within five (5) Business Days thereafter and Agent and Revolving Lender shall have received payment in full of the Obligations as provided for herein within such five (5) Business Day period.