Common use of Notice of Litigation and Other Matters Clause in Contracts

Notice of Litigation and Other Matters. Promptly (but in no event later than ten (10) days after an officer of a Credit Party obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving any Credit Party or any of their respective properties, assets or businesses, which, if adversely determined, could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by any Credit Party from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in a strike or other work action against any Credit Party that could reasonably be expected to have a Material Adverse Effect; (d) any dispositions of any Collateral or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition thereof; (e) any Default or Event of Default; (f) any event which makes any of the representations set forth in Section ------- 6.01 inaccurate in any respect; ---- (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly Prompt (but in no event later than ten (10) days after an officer the Chief Executive Officer, Chief Financial Officer, Vice President of a Credit Party Marketing, Vice President of Operations or Vice President of Real Estate and Development of Longhorn or the President of Bugaboo Creek Steakhouse, Inc. obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving any Credit Party Borrower or any Subsidiary thereof or any of their respective properties, assets or businessesbusinesses which if determined adversely to such Borrower or such Subsidiary, which, if adversely determined, individually or in the aggregate could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by any Credit Party Borrower or any Subsidiary thereof from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA Laws, which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in in, or threatens to result in, a strike or other work action against any Credit Party that could reasonably be expected to have a Material Adverse EffectBorrower or any Subsidiary thereof; (d) any dispositions of attachment, judgment, lien, levy or order exceeding $250,000 that may be assessed against any Collateral Borrower or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition Subsidiary thereof; (e) any Default or Event of Default; (f) , or any event which makes constitutes or which with the passage of time or giving of notice or both would constitute a default or event of default under any of the representations set forth in Section ------- 6.01 inaccurate in Material Contract to which any respect; ---- (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent Borrower or any Lender may reasonably request.Subsidiary thereof is a party or by which any Borrower or any

Notice of Litigation and Other Matters. Promptly Prompt (but in no event later than ten (10) days after an officer of a Credit Party the Borrower obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving the Borrower or any Credit Party Subsidiary thereof or any of their respective properties, assets or businesses, which, if adversely determined, could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by the Borrower or any Credit Party Subsidiary thereof from any Governmental Authority including, without limitation, any notice of violation of Environmental and Safety Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in a strike or other work action against the Borrower or any Credit Party Subsidiary thereof that could reasonably be expected to have a Material Adverse Effect; (d) any dispositions of attachment, judgment, lien, levy or order exceeding $10,000,000 that may be assessed against the Borrower or any Collateral or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition Subsidiary thereof; (e) any Default or Event of DefaultDefault together with a written statement of a Responsible Officer setting forth details of such Event of Default and the action which the Borrower has taken, is taking or proposes to take with respect thereto; (f) any event which makes any of the representations set forth in Section ------- 6.01 6.1 inaccurate in any respect; ----and (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly Prompt (but in no event later than ten (10) days after an officer of a Credit Party the Borrower obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving the Borrower or any Credit Party Subsidiary thereof or any of their respective properties, assets or businesses, which, if adversely determined, could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by the Borrower or any Credit Party Subsidiary thereof from any Governmental Authority including, without limitation, any notice of violation of Environmental and Safety Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in a strike or other work action against the Borrower or any Credit Party Subsidiary thereof that could reasonably be expected to have a Material Adverse Effect; (d) any dispositions of attachment, judgment, lien, levy or order exceeding $10,000,000 that may be assessed against the Borrower or any Collateral or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition Subsidiary thereof; (e) any Default, Event of Default or Event of Senior Note Default; (f) any event which makes any of the representations set forth in Section ------- 6.01 SECTION 6.1 inaccurate in any respect; ----and (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly (but in no event later than ten (10) days after an 44 officer of a Credit Party the Borrower obtains knowledge thereof) ), telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving the Borrower or any Credit Party Subsidiary thereof or any of their respective properties, assets or businesses, which, if adversely determined, businesses which in any such case could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by the Borrower or any Credit Party Subsidiary thereof from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in in, or threatens to result in, a strike or other work action against the Borrower or any Credit Party that Subsidiary thereof which in any such case could reasonably be expected to have a Material Adverse Effect; (d) any dispositions Reportable Event or "prohibited transaction", as such term is defined in Section 406 of any Collateral ERISA or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days Section 4975 of the disposition Code, in connection with any Employee Benefit Plan or any trust created thereunder which could reasonably be expected to result in liability of the Borrower or any ERISA Affiliate in an aggregate amount exceeding $5,000,000, along with a description of the nature thereof;, what action the Borrower has taken, is taking or proposes to take with respect thereto and, when known, any action taken or threatened by the Internal Revenue Service, the Department of Labor or the PBGC with respect thereto; and (e) any Default or Event of Default; (f) any event which makes any of the representations set forth in Section ------- 6.01 5.1 inaccurate in any material respect; ---- (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly (but in no event later than ten (10) days after an officer of a Credit Party any Borrower obtains knowledge thereof) ), provide telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving any Credit Party Borrower or any of their its respective properties, assets or businesses, which, if adversely determined, businesses which in any such case could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by any Credit Party Borrower from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in in, or threatens to result in, a strike or other work action against any Credit Party that Borrower which in any such case could reasonably be expected to have a Material Adverse Effect; (d) any dispositions Reportable Event or "prohibited transaction", as such term is defined in Section 406 of ERISA or Section 4975 of the Code, in connection with any Employee Benefit Plan or any trust created thereunder which could reasonably be expected to result in liability of any Collateral Borrower or other assets or property of any Credit Party (other than ERISA Affiliate in the ordinary course of its business) within ten (10) days an aggregate amount exceeding $5,000,000, along with a description of the disposition nature thereof;, what action the applicable Borrower has taken, is taking or proposes to take with respect thereto and, when known, any action taken or threatened by the Internal Revenue Service, the Department of Labor or the PBGC with respect thereto; and (e) any Default or Event of Default; (f) any event which makes any of the representations set forth in Section ------- 6.01 6.1 inaccurate in any material respect; ---- (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly (but in no event later than ten (10) days after an officer of a Credit Party obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving any Credit Party or any of their respective properties, assets or businesses, which, if adversely determined, could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by any Credit Party from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which which, in any such case case, could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in a strike or other work action against any Credit Party that could reasonably be expected to have a Material Adverse Effect; (d) any dispositions of any Collateral or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition thereof; (e) any Default or Event of Default; (f) any event which makes any of the representations set forth in Section ------- 6.01 inaccurate in any respect; ----; (g) any other development that has resulted in, or could reasonably be expected to result in in, a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly (but in no event later than ten (10) days after an officer of a Credit Party obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving any Credit Party or any of their respective properties, assets or businesses, which, if adversely determined, could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by any Credit Party from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in a strike or other work action against any Credit Party that could reasonably be expected to have a Material Adverse Effect; (d) any dispositions of any Collateral or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition thereof; (e) any Default or Event of Default; (f) any event which makes any of the representations set forth in Section ------- 6.01 inaccurate in any respect; ----; (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.

Notice of Litigation and Other Matters. Promptly Prompt (but in no event later than ten (10) days after an officer of a Credit Party the Borrower obtains knowledge thereof) telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving the Borrower or any Credit Party Guarantor or any of their respective properties, assets or businesses, which, businesses which if adversely determined, determined could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by the Borrower or any Credit Party Guarantor from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in in, or threatens to result in, a strike or other work action against the Borrower or any Credit Party that could reasonably be expected to have a Material Adverse EffectGuarantor; (d) any dispositions of attachment, judgment, lien, levy or order exceeding $5,000,000 that may be assessed against or threatened against the Borrower or any Collateral or other assets or property of any Credit Party (other than in the ordinary course of its business) within ten (10) days of the disposition thereofGuarantor; (e) any Default or Event of Default; (f) , or any event which makes constitutes or which with the passage of time or giving of notice or both would constitute a default or event of default under any Material Contract to which the Borrower or any of its Subsidiaries is a party or by which the representations set forth in Section ------- 6.01 inaccurate in Borrower or any respect; ---- (g) Subsidiary thereof or any other development that has resulted in, or could reasonably of their respective properties may be expected to result in a Material Adverse Effectbound; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information any unfavorable determination letter from the Internal Revenue Service regarding the operations, business affairs and financial condition qualification of an Employee Benefit Plan under Section 401(a) of the Credit Parties as the Administrative Agent or any Lender may reasonably request.Code (along with a copy

Notice of Litigation and Other Matters. Promptly (but in no event later than ten (10) days after an officer of a Credit Party the Borrower obtains knowledge thereof) ), telephonic and written notice of: (a) the commencement of all proceedings and investigations by or before any Governmental Authority and all actions and proceedings in any court or before any arbitrator against or involving the Borrower or any Credit Party Subsidiary thereof or any of their respective properties, assets or businesses, which, if adversely determined, businesses which in any such case could reasonably be expected to have a Material Adverse Effect; (b) any notice of any violation received by the Borrower or any Credit Party Subsidiary thereof from any Governmental Authority including, without limitation, any notice of violation of Environmental Laws or ERISA which in any such case could reasonably be expected to have a Material Adverse Effect; (c) any labor controversy that has resulted in in, or threatens to result in, a strike or other work action against the Borrower or any Credit Party that Subsidiary thereof which in any such case could reasonably be expected to have a Material Adverse Effect; (d) any dispositions Default or Event of Default or any Collateral or other assets or property of any Credit Party (other than in default under the ordinary course of its business) within ten (10) days of the disposition thereofSenior Notes; (e) any Default Reportable Event or Event "prohibited transaction," as such term is defined in Section 406 of Default;ERISA or Section 4975 of the Code, in connection with any Employee Benefit Plan or any trust created thereunder which could reasonably be expected to result in liability of the Borrower or any ERISA Affiliate in an aggregate amount exceeding $5,000,000, along with a description of the nature thereof, what action the Borrower has taken, is taking or proposes to take with respect thereto and, when known, any action taken or threatened by the Internal Revenue Service, the Department of Labor or the PBGC with respect thereto; and (f) any event which makes any of the representations set forth in Section ------- 6.01 6.1 inaccurate in any material respect; ---- (g) any other development that has resulted in, or could reasonably be expected to result in a Material Adverse Effect; (h) promptly upon receipt thereof, copies of all reports, if any, submitted to any Credit Party or its respective board of directors (or analogous governing body) by its respective independent public accountants in connection with their auditing function, including, without limitation, accountant letters, management reports and management responses thereto; and (i) such other information regarding the operations, business affairs and financial condition of the Credit Parties as the Administrative Agent or any Lender may reasonably request.