Notices to Agent. Ideal will notify the Agent in writing of the following matters at the following times (each such notice to describe the subject matter thereof in reasonable detail and to set out the action that Ideal or the relevant Obligor has taken or proposes to take with respect thereto):
(a) immediately after becoming aware of the existence of any Default;
(b) immediately after becoming aware that any shareholder in, or any creditor of, any Obligor has given notice or taken any action with respect to a claimed default by such Obligor and in circumstances where such shareholder or creditor has taken or is threatening to take any action or steps which will or might reasonably be expected to have a material adverse effect;
(c) immediately after becoming aware of any material adverse change in the assets, business, operations or condition (financial or otherwise) of any Obligor or of the Group (taken as a whole);
(d) immediately after becoming aware of any pending or threatened action, suit, proceeding or counterclaim by any person which may have a material adverse effect on any Obligor, or any pending or threatened investigation by a public authority;
(e) immediately after becoming aware of any pending or threatened strike, work stoppage, material unfair labour practice claim, or other material labour dispute affecting any Obligor;
(f) immediately after becoming aware of any violation of any law, statute, regulation, or ordinance of a public authority applicable to any Obligor or its assets which may have a material adverse effect on it or on such Obligor;
(g) immediately after becoming aware of any violation by any Obligor of any Environmental Law or immediately upon receipt of any notice (including a works notice) delivered pursuant to any Environmental Law or of any notice that a public authority has asserted that any Obligor is not in compliance with any Environmental Law or that its compliance is being investigated;
(h) ten (10) days prior to any Obligor changing its name or the address of its registered office;
(i) immediately upon becoming aware that any Group Company has received a notice or other document from any of its suppliers notifying such Group Company of a breach by such Group Company of any supply agreement to which it is a party;
Notices to Agent. Any notice to the Agent acting on behalf of the Creditor Parties under or in connection with this Guarantee shall be sent to the same address and in the same manner as notices to the Agent under the Loan Agreement.
Notices to Agent. (a) Agent shall not be deemed to have knowledge or notice of the occurrence of any Default or Event of Default unless Agent has actual knowledge of the same or has received notice from a Lender or the Borrower referring to this Agreement, describing such Default or Event of Default and stating that such notice is a “notice of default.” In the event that Agent obtains such actual knowledge or receives such a notice, Agent shall give prompt notice thereof to each of the Lenders. Each Lender shall be solely responsible for giving any notices to its participants, if any. Agent shall take such action with respect to such Default or Event of Default as shall be directed by the Requisite Lenders or as is otherwise expressly provided for in Section 8.2(b). Unless and until Agent shall have received such direction, Agent may (but shall not be obligated to) take such action, or refrain from taking such action, with respect to any such Default or Event of Default as it shall deem advisable in the best interest of the Lenders.
(b) Agent may deem and treat a Lender party to this Agreement as the owner of such Lender’s portion of the Revolving Loan for all purposes, unless and until, and except to the extent, an Assignment Agreement shall have become effective as set forth in Section 9.1(a).
Notices to Agent. (a) ARI shall notify each Agent in writing of the occurrence of the Purchase Period Start Date on, and in no event prior to, the Purchase Period Start Date.
(b) On any day in which the amount outstanding under the Loan Agreement is reduced, Athene shall notify each Agent in writing of such reduced outstanding amount; provided, that Athene shall not be required to deliver such notice if the amount outstanding under the Loan Agreement immediately prior to such reduction is less than or equal to $190,000,000.
(c) ARI shall notify each Agent in writing upon the occurrence of the Minimum Purchase on, and in no event prior to, the date on which the Minimum Purchase occurs.
(d) ARI shall notify each Agent in writing upon the occurrence of the Merger Closing Date on, and in no event prior to, the date on which the Merger Closing Date occurs.
Notices to Agent. If any default or event shall occur under the Lease which would be grounds for Landlord to terminate the Lease, and Landlord sends a written notice to Tenant, Landlord shall at the same time provide a copy of such notice to Agent.
Notices to Agent. Any communication to be given to Agent under this Share Charge must be given to Agent in writing served on it at 0000 Xxxxxxxx Xxxxxx, Xxxxx 0000 West, Santa Xxxxxx, Xxx Xxxxxxx Xxxxxxxxxx 00000 XXX (marked for the attention of Business Finance Division Manager) or by facsimile to facsimile number 00 1 310 453 7443 or the address or facsimile number last notified to the Chargor by Agent in writing.
Notices to Agent. On or prior to 4:00 p.m. Eastern time on each Business Day, each Bank will notify the Administrative Agent of each Loan made by such Bank on such day and all payments or prepayments of Loans received by such Bank on such day.
Notices to Agent. Borrower shall promptly notify Agent in writing of:
(a) any Event of Default hereunder or any event which would become an Event of Default hereunder upon the giving of notice, the lapse of time, or both;
(b) any single lawsuit or arbitration claiming over Two Hundred Fifty Thousand Dollars ($250,000), and lawsuits or arbitrations collectively claiming over One Million Dollars ($1,000,000), against Borrower or any Guarantor;
(c) any significant dispute between Borrower or any Guarantor and any government authority;
(d) Borrower's receipt of any notice relating to (i) any change in or reaffirmation of, or proposed change in or reaffirmation of, the rating of Borrower's senior long-term unsecured debt obligations by any Rating Agency, or (ii) the issuance of any Rating by a Rating Agency as to which no Rating is then in effect; and
(e) any event, circumstance or condition which may have a Material Adverse Effect on Borrower or any Guarantor.
Notices to Agent. The Borrower shall promptly notify the Agent in writing of:
(a) Any lawsuit over Five Hundred Thousand Dollars ($500,000.00) against the Borrower.
(b) Any substantial dispute between any governmental authority and the Borrower.
(c) Any Default or Event of Default under this Agreement or any other Loan Document.
(d) Any Material Adverse Change with respect to the Borrower.
(e) Any change in the Borrower’s name, legal structure, place of business, or chief executive office if the Borrower has more than one place of business.
(f) Any Permitted Acquisition.
Notices to Agent. Any Party hereto may rely upon any Notice given by the Agent on behalf of any Shareholder with respect to any election, determination or other action to be made or taken by him hereunder as the act and deed of such Shareholder. It shall be sufficient to deliver to the Agent at his address set forth in Section 12.4 below any payment, Notice or other document to be delivered hereunder to any Shareholder and it shall be the sole responsibility of the Agent to disburse any funds or deliver any Notice or other document so delivered to him in such manner as he and the Shareholders, or any of them, may agree.
