Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event, (a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower, (b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and (c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 9 contracts
Samples: Senior Unsecured Credit Agreement (LaSalle Hotel Properties), Senior Unsecured Credit Agreement (LaSalle Hotel Properties), Senior Unsecured Credit Agreement (LaSalle Hotel Properties)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of under Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Obligations, the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Obligations, the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 8 contracts
Samples: Credit Agreement (Berry Petroleum Corp), Credit Agreement (Berry Petroleum Corp), Credit Agreement (Jagged Peak Energy Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Security Instruments, the Guaranties, and any other Loan Documents for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 7 contracts
Samples: Loan Agreement (Resaca Exploitation, Inc.), Loan Agreement (Resaca Exploitation, Inc.), Loan Agreement (Resaca Exploitation, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit into the Cash Collateral Account Collateralize an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are Exposure is not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 6 contracts
Samples: Credit Agreement (Aly Energy Services, Inc.), Credit Agreement (Aly Energy Services, Inc.), Credit Agreement (Aly Energy Services, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Credit Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Guaranties and any other Credit Documents Document for the ratable benefit of the Banks by appropriate proceedings.
Appears in 6 contracts
Samples: Credit Agreement (Stone Energy Corp), Credit Agreement (Stone Energy Corp), Credit Agreement (Stone Energy Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all accrued and unpaid interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranty, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 5 contracts
Samples: Credit Agreement (Hi-Crush Partners LP), Commitment Increase Agreement and Second Amendment (Hi-Crush Partners LP), Credit Agreement (Hi-Crush Partners LP)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender to make Advances and the obligation of each Issuing Bank Lender to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall Obligations, including all interest thereoninterest, the Letter of Credit Obligations, and all other amounts payable under this Agreement Agreement, to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,, and
(b) the Borrower shall, on demand of by the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account held with the Administrative Agent an amount of cash equal to the Letter of Credit Exposure as security for Exposure, without presentment, demand, protest or further notice of any kind (including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedingsBorrower.
Appears in 5 contracts
Samples: 5 Year Credit Agreement (NOV Inc.), 5 Year Credit Agreement (National Oilwell Varco Inc), Credit Agreement (National Oilwell Varco Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender and the Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 105% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranty, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 4 contracts
Samples: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 4 contracts
Samples: Credit Agreement (Abraxas Petroleum Corp), Credit Agreement (Abraxas Energy Partners LP), Credit Agreement (Abraxas Energy Partners LP)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or and may with the consent, of the Required Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances Loans and the obligation of each the Issuing Bank Lenders to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or and may with the consent, of the Required Lenders, by notice to the Borrower, declare the Revolving Notes, all accrued and unpaid interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Revolving Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or and may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranty, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 4 contracts
Samples: Credit Agreement (Hi-Crush Inc.), Senior Secured Debtor in Possession Credit Agreement (Hi-Crush Inc.), Restructuring Support Agreement (Hi-Crush Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Commitments to make Advances be terminated and the obligation of each Lender, the Swing Line Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to 105% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 4 contracts
Samples: Credit Agreement (Quintana Energy Services Inc.), Credit Agreement (Quintana Energy Services Inc.), Credit Agreement (Quintana Energy Services Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender and the Swing Line Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all accrued and unpaid interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranty, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Pioneer Energy Services Corp), Credit Agreement (Pioneer Drilling Co), Credit Agreement (Pioneer Drilling Co)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Lender and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including the making of Advances and issuing of Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and terminate or (ii) shall shall, at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on written demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an such amount of cash as the Administrative Agent may request, up to a maximum amount equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, of the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents (if any), the Guaranty, and any other Credit Documents for the ratable benefit of the Banks Lenders and Affiliates of Lenders (with respect to Banking Service Obligations) and counterparties (with respect to Lender Hedging Agreements) by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Holly Energy Partners Lp), Credit Agreement (Holly Energy Partners Lp), Credit Agreement (Holly Energy Partners Lp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increaseincreasing, or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lender and the Lenders by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Alta Mesa Holdings, LP), Credit Agreement (Alta Mesa Holdings, LP), Credit Agreement (Alta Mesa Energy LLC)
Optional Acceleration of Maturity. If any Event of Default (other than including an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) may, and shall at the request, or may with the consent, request of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) may, and shall at the request, or may with the consent, request of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent (which demand shall be made at the request or with the consent of the Required Majority Lenders), deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure Minimum Collateral Amount as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Secured Obligations; and
(c) the Administrative Agent may, and shall at the request ofof the Majority Lenders, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Security Instruments, the Guaranty, and any other Loan Documents for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Penn Virginia Corp), Master Assignment, Borrowing Base Increase Agreement, and Amendment No. 6 to Credit Agreement (Penn Virginia Corp), Credit Agreement (Penn Virginia Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph Section 7.01(g) or (f) of Section 8.01 with respect to the Borrower or the Parenth)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required Revolving Lenders, by notice to the Parent Borrower, declare the Revolving Commitments and the obligation of each Revolving Lender and the Issuing Banks to make extensions of credit hereunder, including making Loans and issuing Letters of Credit, to be terminated, whereupon the same shall forthwith terminate, and/or (ii) shall at the request, or may, with the consent, of the Required Lenders, by notice to the Parent Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issueall principal, increaseinterest, or extend Letters of Credit to be terminatedfees, whereupon the same shall forthwith terminatereimbursements, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the Borrower Borrowers shall, on demand of the any Administrative Agent at the request or with the consent of the Required Revolving Lenders, deposit into Cash Collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 2.21(k); and
(c) the Administrative Agent Collateral Agents shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its their respective rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 3 contracts
Samples: Syndicated Facility Agreement (Civeo Corp), Syndicated Facility Agreement (Civeo Corp), Syndicated Facility Agreement (Civeo Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Credit Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Security Documents, the Guaranties, and any other Credit Documents Document for the ratable benefit of the Banks by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (RLP Gulf States LLC), Credit Agreement (Stone Energy Corp), Credit Agreement (Stone Energy Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Obligations, the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Obligations, the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Triangle Petroleum Corp), Credit Agreement (Triangle Petroleum Corp), Credit Agreement (Triangle Petroleum Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of under Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances Loans and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Obligations, the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Obligations, the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerLoan Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, the Guaranties, or any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Extraction Oil & Gas, Inc.), Credit Agreement (Extraction Oil & Gas, LLC), Credit Agreement (Extraction Oil & Gas, LLC)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by written notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Issuing Bank Lender to issuemake extensions of credit hereunder, increaseincluding making Advances, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration, and all other notices (other than as expressly set forth in Sections 7.2(a)(i) and (ii) above), all of which are hereby expressly waived by the Borrower,; and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Cig Wireless Corp.), Credit Agreement (Cig Wireless Corp.), Credit Agreement (Cig Wireless Corp.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph Section 7.01(g) or (f) of Section 8.01 with respect to the Borrower or the Parenth)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank Banks to issuemake extensions of credit hereunder, increase, or extend including making Loans and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and and/or (ii) shall at the request, or may may, with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into Cash Collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 2.21(k); and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 3 contracts
Samples: Amended and Restated Credit Agreement (Oil States International, Inc), Credit Agreement (Oil States International, Inc), Credit Agreement (Oil States International, Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including the making of Advances and issuing of Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and terminate or (ii) shall shall, at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on written demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Administrative Agent into the Cash Collateral Account an such amount of cash as the Administrative Agent may request, up to a maximum amount equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, of the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Security Documents, the Guaranties, and any other Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Holly Energy Partners Lp), Credit Agreement (Holly Energy Partners Lp), Credit Agreement (Holly Energy Partners Lp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and each Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lenders and the Lenders by appropriate proceedings.
Appears in 3 contracts
Samples: Credit Agreement (Callon Petroleum Co), Credit Agreement (Callon Petroleum Co), Credit Agreement (Callon Petroleum Co)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank Lender to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Brigham Exploration Co), Credit Agreement (Brigham Exploration Co)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the BorrowerBorrower Representative, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender, the Swingline Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and Swingline Loans and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the BorrowerBorrower Representative, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the Borrower Borrowers shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account Collateralize an amount of cash in Dollars equal to the Letter of Credit Exposure Minimum Collateral Amount as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, this Agreement, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (CorEnergy Infrastructure Trust, Inc.), Credit Agreement (CorEnergy Infrastructure Trust, Inc.)
Optional Acceleration of Maturity. If any Event of Default --------------------------------- (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,, and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (American General Hospitality Corp), Credit Agreement (American General Hospitality Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph Section 7.01(g) or (f) of Section 8.01 with respect to the Borrower or the Parenth)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required Revolving Lenders, by notice to the U.S. Borrower, declare the Revolving Commitments and the obligation of each Revolving Lender and the Issuing Banks to make extensions of credit hereunder, including making Loans and issuing Letters of Credit, to be terminated, whereupon the same shall forthwith terminate, and/or (ii) shall at the request, or may, with the consent, of the Required Lenders, by notice to the U.S. Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issueall principal, increaseinterest, or extend Letters of Credit to be terminatedfees, whereupon the same shall forthwith terminatereimbursements, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the Borrower Borrowers shall, on demand of the any Administrative Agent at the request or with the consent of the Required Revolving Lenders, deposit into Cash Collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 2.21(k); and
(c) the Administrative Agent Collateral Agents shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its their respective rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Syndicated Facility Agreement (Civeo Corp), Syndicated Facility Agreement (Civeo Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(f)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 105% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Guaranties or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Carbo Ceramics Inc), Credit Agreement (Carbo Ceramics Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the written request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Commitments to make Advances be terminated and the obligation of each Issuing Bank Lender to issuemake extensions of credit hereunder, increaseincluding making Loans, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the written request, or may with the written consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, [reserved]; and
(c) the Administrative Agent shall at the written request of, or may with the written consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
(i) If the maturity of the Loans shall be accelerated (under any provision of this Section 7.02 or otherwise) a premium equal to the Make-Whole Amount or Repayment Premium (in each case, determined as if the Loans were repaid at the time of such acceleration at the option of the Borrower pursuant to Section 2.07(b)) shall become immediately due and payable, and the Borrower will pay such premium, as compensation to the Lenders for the loss of their investment opportunity and not as a penalty, whether or not an Insolvency Event has commenced, and (if an Insolvency Event has commenced) without regard to whether such Insolvency Event is voluntary or involuntary, or whether payment occurs pursuant to a motion, plan of reorganization, or otherwise, and without regard to whether the Loans and other Obligations are satisfied or released by foreclosure (whether or not by power of judicial proceeding), deed in lieu of foreclosure or by any other means. Without limiting the foregoing, any redemption, prepayment, repayment, or payment of the Obligations in or in connection with an Insolvency Event shall constitute an optional prepayment thereof under the terms of Section 2.07(b) and require the immediate payment of the Make-Whole Amount and Repayment Premium.
Appears in 2 contracts
Samples: Second Lien Credit Agreement (Quintana Energy Services Inc.), Second Lien Credit Agreement (Quintana Energy Services Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g) shall have occurred and be continuing, then, and in any such event,
(a) the Applicable Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare that the obligation of each Bank Lender, each Swingline Lender and each Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the each Borrower,
(b) the US Borrower shall, on demand of the US Administrative Agent at the request or with the consent of the Required US Revolving Majority Lenders, deposit with the US Administrative Agent into the US Cash Collateral Account an amount of cash equal to the outstanding US Letter of Credit Exposure as security for the Obligations to the extent the US Letter of Credit Obligations are not otherwise paid or cash collateralized at such time,
(c) the Canadian Borrower shall, on demand of the Canadian Administrative Agent at the request or with the consent of the Canadian Majority Lenders, deposit with the Canadian Administrative Agent into the Canadian Cash Collateral Account an amount of cash equal to the outstanding Canadian Letter of Credit Exposure as security for the Canadian Obligations to the extent the Canadian Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(cd) the Applicable Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Complete Production Services, Inc.), Credit Agreement (Complete Production Services, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Issuing Bank Lender to issuemake extensions of credit hereunder, increaseincluding making Advances, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Subordinated Notes, and the other Subordinated Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,; and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Subordinated Security Instruments, this Agreement, and any other Subordinated Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Subordinated Credit Agreement (Brigham Exploration Co), Subordinated Credit Agreement (Brigham Exploration Co)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender and the Swing Line Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Flotek Industries Inc/Cn/), Credit Agreement (Flotek Industries Inc/Cn/)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the BorrowerBorrower Representative, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the BorrowerBorrower Representative, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the each Borrower,;
(b) the Borrower Borrowers shall, on demand of made to the Borrower Representative by the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash necessary to cause the amount held in such account to equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lender and the Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Contango Oil & Gas Co), Credit Agreement (Contango Oil & Gas Co)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender, the Swing Line Lender, and the Issuing Bank to issuemake extensions of credit hereunder, increaseincluding making Revolving Advances, or extend Swing Line Advances, and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the each Borrower,;
(b) the each Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to 105% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Total Gas & Electricity (PA) Inc), Credit Agreement (MxEnergy Holdings Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the obligation of each Bank to make Advances Revolving Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Revolving Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (includingsubject to Section 7.06, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the each Borrower,;
(b) the each Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to 105% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (MxEnergy Holdings Inc), Credit Agreement (MxEnergy Holdings Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by 69 notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lender and the Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Mariner Energy Resources, Inc.), Credit Agreement (Mariner Energy Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender and the Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 104% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranty, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank Lender to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit into the Cash Collateral Account an amount of cash equal to Collateralize the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Brigham Exploration Co), Credit Agreement (Brigham Exploration Co)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) may individually and shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender, each Swingline Lender and each Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) may individually and shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent individually or at the request or with the consent of the Required Majority Lenders, deposit with Administrative Agent into the Cash Collateral Account an amount of cash equal to 105% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent may individually and shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, any guaranties, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Select Energy Services, Inc.), Credit Agreement (Select Energy Services, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(f)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrower Representative, declare that the obligation of each Bank Revolving Lender, the Swingline Lender and each Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, terminate and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrower Representative, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the each Borrower,
(b) the Borrower Borrowers shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the any Guaranty or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Rowan Companies PLC), Credit Agreement (Rowan Companies PLC)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 7.01 with respect to the Borrower or the ParentBorrower) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including the making of Advances and issuing of Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and terminate or (ii) shall shall, at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the NotesNotes (if any), all such principal, interest, all such Letter of Credit Obligations and all such other amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit into with the Administrative Agent Cash Collateral Account in an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, of the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Security Documents, the Guaranties, and any other Credit Documents for the ratable benefit of the Banks Creditors (as defined in the Intercreditor Agreement) by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Crosstex Energy Lp), Credit Agreement (Crosstex Energy Lp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Revolving Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Revolving Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to 105% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Diamondback Energy Services, Inc.), Credit Agreement (Diamondback Energy Services, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Applicable Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare that the obligation of each Bank Lender, each Swingline Lender and each Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the each Borrower,
(b) the US Borrower shall, on demand of the US Administrative Agent at the request or with the consent of the Required US Majority Lenders, deposit with the US Administrative Agent into the US Cash Collateral Account an amount of cash equal to 103% of the outstanding US Letter of Credit Exposure as security for the Secured Obligations to the extent the US Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time,
(c) the Canadian Borrower shall, on demand of the Canadian Administrative Agent at the request or with the consent of the Canadian Majority Lenders, deposit with the Canadian Administrative Agent into the Canadian Cash Collateral Account an amount of cash equal to 103% of the outstanding Canadian Letter of Credit Exposure as security for the Canadian Obligations to the extent the Canadian Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(cd) the Applicable Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Nine Energy Service, Inc.), Credit Agreement (Nine Energy Service, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender to make Advances and the obligation of each Issuing Bank Lender to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall Obligations, including all interest thereoninterest, the Letter of Credit Obligations, and all other amounts payable under this Agreement Agreement, to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,, and
(b) the Borrower shall, on demand of by the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account held with the Administrative Agent an amount of cash equal to the Letter Minimum Collateral Amount, without presentment, demand, protest or further notice of Credit Exposure as security for any kind (including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedingsBorrower.
Appears in 2 contracts
Samples: Credit Agreement (NOW Inc.), Credit Agreement (NOW Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of under Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 2 contracts
Samples: Master Assignment, Agreement, Amendment No. 1 and Waiver to Credit Agreement and Related Documents (Heckmann Corp), Credit Agreement (Heckmann Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lenders to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increaseincreasing, or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lenders and the Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Silver Run Acquisition Corp II), Credit Agreement (Alta Mesa Holdings, LP)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the BorrowerBorrower Representative, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the BorrowerBorrower Representative, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the each Borrower,;
(b) the Borrower Borrowers shall, on demand of made to the Borrower Representative by the Administrative Agent at the request or with the consent of the Required Tranche A Lenders, deposit with the Administrative Agent into the Tranche A Cash Collateral Account an amount of cash necessary to cause the amount held in such account to equal to the Tranche A Letter of Credit Exposure as security for the Obligations Obligations;
(c) the Borrowers shall, on demand made to the extent Borrower Representative by the Administrative Agent at the request or with the consent of the Required Tranche B Lenders, deposit with the Administrative Agent into the Tranche B Cash Collateral Account an amount of cash necessary to cause the amount held in such account to equal the Tranche B Letter of Credit Obligations are not otherwise paid at such time, Exposure as security for the Obligations; and
(cd) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lender and the Lenders by appropriate proceedings.
Appears in 2 contracts
Samples: Credit Agreement (Mariner Energy Inc), Credit Agreement (Mariner Energy Resources, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Revolving Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default --------------------------------- (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Samples: Senior Unsecured Credit Agreement (Lasalle Hotel Properties)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, -91- indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 105% of the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issue, increase, or extend issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each the Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,, and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lender and the Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent10.01(e)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issueall principal, increaseinterest, or extend Letters of Credit to be terminatedfees, whereupon the same shall forthwith terminatereimbursements, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentmenttogether with accrued interest thereon, demand, protest or further notice of any kind Make Whole Amount then due (includingincluding after giving effect to Section 10.02(b)), without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) Without limiting the generality of the foregoing, it is understood and agreed that if, prior to the 1st anniversary of the Closing Date, (x) the Loans are accelerated or otherwise become due, in each case, in respect of any Event of Default (including, but not limited to, upon the occurrence of a bankruptcy or insolvency event (including the acceleration of claims by operation of law), or (y) upon the occurrence of the board of directors (or similar governing body) of any Loan Party adopting any resolution or otherwise approving any bankruptcy or insolvency related event) (each of (x) and (y) a “Make Whole Event”)), the Make Whole Amount that would have applied if, at the time of such acceleration, the Borrower shallhad paid, on demand prepaid, refinanced, substituted or replaced all of the Administrative Agent Loans as contemplated in Sections 3.01 and/or 3.05 shall also be automatically and immediately due and payable and, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of the Lenders’ lost profits as a result thereof, the Make Whole Amount shall constitute part of the Obligations. Any Make Whole Amount payable above shall be presumed to be the liquidated damages (and not, for the avoidance of doubt, unmatured interest or a penalty) sustained by the Lenders as the result of the Make Whole Event and the Borrower and Guarantors agree that the Make Whole Amount is reasonable under the circumstances currently existing. In the event the Obligations are reinstated in connection with or following any Make Whole Event, it is understood and agreed that the Obligations shall include any Make Whole Amount payable in accordance with the Loan Documents. The Make Whole Amount shall also be payable in the event the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other similar means prior to the 1st anniversary of the Closing Date. THE BORROWER AND EACH GUARANTOR EXPRESSLY WAIVES (TO THE FULLEST EXTENT IT MAY LAWFULLY DO SO) THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FOREGOING MAKE WHOLE AMOUNT IN CONNECTION WITH ANY SUCH MAKE WHOLE EVENT. The Borrower and each Guarantor expressly agrees (to the fullest extent that it may lawfully do so) that: (A) the Make Whole Amount is reasonable and is the product of an arm’s length transaction between sophisticated business people, ably represented by counsel; (B) the Make Whole Amount shall be payable notwithstanding the then prevailing market rates at the request time payment is made; (C) there has been a course of conduct between the Lenders and the Borrower and Guarantors giving specific consideration in this transaction for such agreement to pay the Make Whole Amount; and (D) the Borrower and each Guarantor shall each be estopped hereafter from claiming differently than as agreed to in this Section 10.02(b). The Borrower and each Guarantor expressly acknowledges that its agreement to pay the Make Whole Amount to the Lenders as herein described is a material inducement to the Lenders to provide the Commitments and make the Loans. In the case of any Event of Default occurring by reason of any willful action or inaction taken or not taken by or on behalf of the Borrower or any Guarantor with the consent intention of avoiding payment of the Required Lenders, deposit into Make Whole Amount that the Cash Collateral Account an amount of cash equal Borrower would have had to pay if the Borrower then had elected to pay the Loans prior to the Letter of Credit Exposure as security for the Obligations Termination Date pursuant to Section 3.01 and/or 3.05, an equivalent premium, without duplication, shall become and be immediately due and payable to the extent permitted by law upon the Letter acceleration of Credit Obligations are not otherwise paid at such time, andthe Loans.
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Samples: Term Loan Credit Agreement (Abraxas Petroleum Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Australian Agent (i) shall at the request, or may may, with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Revolving Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increaseincluding making Loans and issuing Credits, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and and/or (ii) shall at the request, or may may, with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Australian Agent at the request or with the consent of the Required Lenders, deposit into Cash Collateralize the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Credits in accordance with Section 2.22(k); and
(c) the Administrative Agent Security Trustee shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its the Security Trustee’s rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Secured Parties, including, if required, by appropriate proceedings.
Appears in 1 contract
Samples: Syndicated Facility Agreement (Oil States International, Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, consent of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement and the other Credit Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Samples: Senior Credit Agreement (Eagle Hospitality Properties Trust, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Facility Agent (i) shall at the written request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the written request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the each Borrower shall, on demand of the Administrative Facility Agent at the written request or with the consent of the Required Majority Lenders, deposit with the Facility Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Collateral Agent shall at the written request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fdescribed in Section 7.01(g) of or Section 8.01 with respect to the Borrower or the Parent7.01(h)) shall have occurred and be continuing, then, and in at any time thereafter during the continuance of such event,
(a) the Administrative Agent (i) shall may, and at the request, or may with the consent, request of the Required LendersLenders shall, by notice to the BorrowerParent, declare take either or both of the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuefollowing actions, increase, or extend Letters of Credit to be terminated, whereupon at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall forthwith terminateterminate immediately, and (ii) shall at declare the requestLoans then outstanding to be due and payable in whole (or in part, or in which case any principal not so declared to be due and payable may with thereafter be declared to be due and payable), and thereupon the consent, principal of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement Loans so declared to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations together with accrued interest thereon and all such amounts fees and other obligations of the Borrowers accrued hereunder, shall become and be forthwith due and payable in fullimmediately, without presentment, demand, protest or further other notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration)kind, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the Each Borrower shall, on demand of the Business Day that the Parent receives notice from the Administrative Agent at or the request or Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure and Swingline Exposure representing greater than 50% of the total LC Exposure and Swingline Exposure) demanding the deposit of cash collateral pursuant to this paragraph, deposit with the consent of the Required Lenders, deposit Administrative Agent into the Cash Collateral Account Account, an amount of in cash equal to 102% of the Letter sum of Credit the LC Exposure attributable to it as security for of such date, the Obligations Swingline Exposure attributable to it as of such date, and any accrued and unpaid interest and fees in respect of each of the foregoing, to the extent the Letter obligations of Credit Obligations such Borrower in connection with the Letters of Credit, and the obligations of such Borrower in connection with the Swingline Loans, are not otherwise paid or Cash Collateralized in such required amount at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under any Loan Document, including the Credit Documents Guaranty, the Pledge Agreement, and the Share Mortgage Agreement, for the ratable benefit of the Banks Lender Parties or other Secured Parties, as applicable, by appropriate proceedings.
Appears in 1 contract
Samples: 5 Year Revolving Credit Agreement (Diamond Offshore Drilling, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or and may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or and may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all accrued and unpaid interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or and may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranty, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent shall (isubject to Article VIII) shall at the written request, or may with the consent, of the Required Lenders, Majority Lenders by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issueall principal, increaseinterest, or extend Letters of Credit to be terminatedfees, whereupon the same shall forthwith terminatereimbursements, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,; and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall (subject to Article VIII) at the written request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself and the Banks Lenders by appropriate proceedings. The Majority Lenders may waive all past defaults (except with respect to nonpayment of principal, premium or interest) and rescind any such acceleration with respect to the Loan and its consequences if (1) rescission would not conflict with any judgment or decree of a court of competent jurisdiction and (2) all existing Events of Default, other than the nonpayment of the principal of, premium, if any, and interest on the Loans that have become due solely by such declaration of acceleration, have been cured or waived.
Appears in 1 contract
Samples: Third Lien Senior Secured Term Loan Agreement (Alta Mesa Holdings, LP)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(f)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Guaranties or any other Credit Documents Document for the ratable benefit of the Banks Administrative Agent, the Swing Line Lender, the Issuing Lender and the Lenders by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 105% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) , the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and each Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,
(b) ; the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) Obligations; and the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of itself, the Banks Issuing Lenders and the Lenders by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph described in Section 7.01 (fg) of Section 8.01 with respect to the Borrower or the Parent(h)) shall have occurred and be continuing, then, and in at any time thereafter during the continuance of such event,
(a) the Administrative Agent (i) shall may, and at the request, or may with the consent, request of the Required LendersLenders shall, by notice to the Borrower, declare take either or both of the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuefollowing actions, increase, or extend Letters of Credit to be terminated, whereupon at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall forthwith terminateterminate immediately, and (ii) shall at declare the requestLoans then outstanding to be due and payable in whole (or in part, or in which case any principal not so declared to be due and payable may with thereafter be declared to be due and payable), and thereupon the consent, principal of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement Loans so declared to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations together with accrued interest thereon and all such amounts fees and other obligations of the Borrower accrued hereunder, shall become and be forthwith due and payable in fullimmediately, without presentment, demand, protest or further other notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration)kind, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Business Day that the Borrower receives notice from the Administrative Agent at or the request or Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure and Swingline Exposure representing greater than 50% of the total LC Exposure and Swingline Exposure) demanding the deposit of cash collateral pursuant to this paragraph, deposit with the consent of the Required Lenders, deposit Administrative Agent into the Cash Collateral Account Account, an amount of in cash equal to 102% of the Letter sum of Credit the LC Exposure as security for of such date, the Obligations Swingline Exposure as of such date, and any accrued and unpaid interest and fees in respect of each of the foregoing, to the extent the Letter obligations of the Borrower in connection with the Letters of Credit Obligations and the Swingline Loans are not otherwise paid or Cash Collateralized in such required amount at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents any Loan Document for the ratable benefit of the Banks Lender Parties by appropriate proceedings.
Appears in 1 contract
Samples: 5 Year Revolving Credit Agreement (Diamond Offshore Drilling Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(e)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Security Instruments, the Guaranties, and any other Loan Documents for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required Majority Revolving Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Revolving Commitments and the obligation of each Revolving Lender and each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Loans and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may may, with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Revolving Lenders, deposit into Cash Collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 7.07; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of under Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances Loans and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Obligations, the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Obligations, the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerLoan Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% (or such lower amount as may be acceptable to the Issuing Lender) of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, the Guaranties, or any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default --------------------------------- (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each the Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,, and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent Agents (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender to make Advances and the obligation of each Issuing Bank Lender to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall Obligations, including all interest thereoninterest, the Letter of Credit Obligations, and all other amounts payable under this Agreement Agreement, to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of by the US Administrative Agent at the request or with the consent of the Required LendersMajority Lenders under the Primary Facility, deposit with the US Administrative Agent into the Cash Collateral Account held with the US Administrative Agent an amount of cash equal to the Primary Letter of Credit Exposure as security for the Obligations to the extent the Primary Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Borrower shall, on demand of by the Norwegian Administrative Agent shall at the request of, or may with the consent of, of the Required Majority Lenders proceed to enforce its rights and remedies under the Norwegian Facility, deposit with the Norwegian Administrative Agent into the Cash Collateral Account held with the Norwegian Administrative Agent an amount of cash equal to the Norwegian Letter of Credit Documents Exposure as security for the ratable benefit Obligations to the extent the Norwegian Letter of the Banks by appropriate proceedingsCredit Obligations are not otherwise paid at such time.
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Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe)(ii) of Section 8.01 7.01 with respect to the Borrower or the ParentBorrower) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Revolving Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Revolving Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts accrued and payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,;
(b) to the Borrower shall, extent that the XX Xxxx Collateral Account does not contain an amount equal to 105% of the outstanding Letter of Credit Exposure on such date and on demand of the Administrative Agent at the request or with the consent of the Required Lenders, the Borrower shall deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to the Letter of Credit Exposure such deficit as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Samples: Revolving Credit Agreement (Seahawk Drilling, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Revolving Lenders, by notice to the Borrower, declare that the obligation of each Bank Revolving Lender to make Revolving Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Term Lenders, by notice to the Borrower, declare that the obligation of each Term Lender to make Term Advances shall be terminated, whereupon the same shall forthwith terminate, and (iii) shall at the request, or may with the consent, of the Majority Lenders, by notice to the Borrower, declare the Notesprincipal of the Obligations, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement Obligations to be forthwith due and payable, whereupon the Notessuch principal, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties party hereto,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Subsidiary Guaranty or any other Credit Documents Document for the ratable benefit of the Banks Lender Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph described in Section 7.01 (fg) of Section 8.01 with respect to the Borrower or the Parent(h)) shall have occurred and be continuing, then, and in at any time thereafter during the continuance of such event,
(a) the Administrative Agent (i) shall may, and at the request, or may with the consent, request of the Required LendersLenders shall, by notice to the BorrowerParent, declare take either or both of the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuefollowing actions, increase, or extend Letters of Credit to be terminated, whereupon at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall forthwith terminateterminate immediately, and (ii) shall at declare the requestLoans then outstanding to be due and payable in whole (or in part, or in which case any principal not so declared to be due and payable may with thereafter be declared to be due and payable), and thereupon the consent, principal of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement Loans so declared to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations together with accrued interest thereon and all such amounts fees and other obligations of the Borrowers accrued hereunder, shall become and be forthwith due and payable in fullimmediately, without presentment, demand, protest or further other notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration)kind, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the Borrower Parent shall, on demand of the Business Day that the Parent receives notice from the Administrative Agent at or the request or Required Lenders (or, if the maturity of the Loans has been accelerated, Lenders with LC Exposure and Swingline Exposure representing greater than 50% of the total LC Exposure and Swingline Exposure) demanding the deposit of cash collateral pursuant to this paragraph, deposit with the consent of the Required Lenders, deposit Administrative Agent into the Cash Collateral Account Account, an amount of in cash equal to 102% of the Letter sum of Credit the LC Exposure as security of such date, the Swingline Exposure (including, for the Obligations avoidance of doubt, the Swingline Exposure attributable to any Borrowing Subsidiary) as of such date, and any accrued and unpaid interest and fees in respect of each of the foregoing, to the extent the Letter obligations of Credit Obligations the Parent in connection with the Letters of Credit, and the obligations of any Borrower in connection with the Swingline Loans, are not otherwise paid or Cash Collateralized in such required amount at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under any Loan Document, including the Credit Documents Guaranty, for the ratable benefit of the Banks Lender Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the written request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, (i) declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Loans and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the requestdeclare all principal, or may with the consentinterest, of the Required Lendersfees, by notice to the Borrowerreimbursements, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the written request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the written request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(ai) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation obligation, if any, of each Bank Lender to make Advances and the obligation extensions of each Issuing Bank to issue, increase, or extend Letters of Credit credit hereunder to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(cii) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders (but subject to the Subordination and Intercreditor Agreement) proceed to enforce its rights and remedies under the Credit Security Instruments, the Guaranties, and any other Loan Documents for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Samples: Subordinated Credit Agreement (Cano Petroleum, Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the NotesAdvances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the NotesAdvances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, including any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% of the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Subsidiary Guaranty or any other Credit Documents Document for the ratable benefit of the Banks Lender Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Revolving Advances and the obligation of each the Issuing Bank Lenders to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, terminate and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesprincipal of the Obligations, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement Obligations to be forthwith due and payable, whereupon the Notessuch principal, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 104% of the Dollar Equivalent of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may may, with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit into cash collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 7.07; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g) shall have occurred and be continuing, then, and in any such event,
(a) the Applicable Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare that the obligation of each Bank Lender, each Swingline Lender and each Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the each Borrower,
(b) the US Borrower shall, on demand of the US Administrative Agent at the request or with the consent of the Required US Majority Lenders, deposit with the US Administrative Agent into the US Cash Collateral Account an amount of cash equal to 103% the Dollar Equivalent of the outstanding US Letter of Credit Exposure as security for the Secured Obligations to the extent the US Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time,
(c) the Canadian Borrower shall, on demand of the Canadian Administrative Agent at the request or with the consent of the Canadian Majority Lenders, deposit with the Canadian Administrative Agent into the Canadian Cash Collateral Account an amount of cash equal to 103% of the outstanding Canadian Letter of Credit Exposure as security for the Canadian Obligations to the extent the Canadian Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(cd) the Applicable Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 1 contract
Samples: Credit Agreement (Complete Production Services, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of under Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender and the Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall outstanding Advances, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Advances, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Revolving Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents for the ratable benefit of the Banks Document by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit into the Cash Collateral Account Collateralize an amount of cash equal to 105% of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are Exposure is not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Samples: Credit Agreement (Steel Excel Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of under Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender and each Issuing Lender to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to Extensions shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall outstanding Loans, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notessuch Loans, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 105% of the Letter of Credit outstanding LC Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or Cash Collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for Security Documents, the ratable benefit of the Banks Guaranties, or any other Loan Document by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts Obligations payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts other Obligations shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are (unless otherwise provided for herein) hereby expressly waived by the Borrower,; and
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, either deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) or cause to be issued and delivered to the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit Issuing Lender a standby letter of credit of the Banks by appropriate proceedingstype described in Section 2.13(a).
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Revolving Advances and the obligation of each the Issuing Bank Lenders to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, terminate and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesprincipal of the Obligations, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement Obligations to be forthwith due and payable, whereupon the Notessuch principal, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% of the Dollar Equivalent of the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(e)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the BorrowerCompany and the Borrowers, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, increase or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the BorrowerCompany and the Borrowers, declare the NotesAdvances, all interest thereon, the Letter of Credit Obligations, Obligations and all other amounts and Obligations payable under this Agreement or any other Credit Document to be forthwith due and payable, whereupon the NotesAdvances, all such interest, all such Letter of Credit Obligations and all such amounts and Obligations shall become and be forthwith due and payable in full, without presentment, demand, protest or further any notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,Borrowers, and
(b) the Borrower Borrowers shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each the Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the NotesNotes and the Swing Note, all interest thereon, the Letter of Credit Reimbursement Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the NotesNotes and the Swing Note, all such interest, all such Letter of Credit Reimbursement Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Reimbursement Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required LendersMajority Participants, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Participant, the Revolving Loan Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may may, with the consent, of the Required LendersMajority Participants, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Participants, deposit into cash collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 7.07; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders Majority Participants proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Participants by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Revolving Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Credit Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Security Documents, the Guaranties, and any other Credit Documents Document for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Samples: Credit Agreement (Ram Energy Inc/Ok)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(e)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerCompany and the Borrowers, declare the obligation of each Bank Lender to make Advances and the obligation of each Issuing Bank Lender to issue, increase, increase or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerCompany and the Borrowers, declare the NotesAdvances, all interest thereon, the Letter of Credit Obligations, Obligations and all other amounts and Obligations payable under this Agreement or any other Credit Document to be forthwith due and payable, whereupon the NotesAdvances, all such interest, all such Letter of Credit Obligations and all such amounts and Obligations shall become and be forthwith due and payable in full, without presentment, demand, protest or further any notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,Borrowers, and
(b) the Borrower Borrowers shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.1(g)) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare that the obligation of each Bank Lender to make Advances and the obligation of each the Issuing Bank Lender to issue, increase, or extend issue Letters of Credit to shall be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by each of the BorrowerCredit Parties,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the outstanding Letter of Credit Exposure as security for the Secured Obligations to the extent the Letter of Credit Obligations are not otherwise paid or cash collateralized at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents, the Guaranties, or any other Credit Documents Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Samples: Credit Agreement (Boots & Coots International Well Control Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,, HOUSTON\2059604 -73-
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fSection 8.01(f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issue, increase, or extend Letters of Credit to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersClass Lenders under the Revolving Facility, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its rights and remedies under the Credit Documents for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Samples: Senior Unsecured Credit Agreement (LaSalle Hotel Properties)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Collateral Agent (i) shall at the written request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, (i) declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the requestdeclare all principal, or may with the consentinterest, of the Required Lendersfees, by notice to the Borrowerreimbursements, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the each Borrower shall, on demand of the Administrative Collateral Agent at the written request or with the consent of the Required Majority Lenders, deposit with the Collateral Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Collateral Agent shall at the written request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Lender and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including the making of Advances and issuing of Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and terminate or (ii) shall shall, at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications and all other amounts payable under this Agreement to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration), all of which are hereby expressly waived by the Borrower,; 3rd Amended/Restated Credit Agreement
(b) the Borrower shall, on written demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an such amount of cash as the Administrative Agent may request, up to a maximum amount equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, of the Required Majority Lenders proceed to enforce its rights and remedies under the Security Documents (if any), the Parent Guaranty, and any other Credit Documents for the ratable benefit of the Banks Lenders and Affiliates of Lenders (with respect to Banking Service Obligations) and counterparties (with respect to Lender Hedging Agreements) by appropriate proceedings.
Appears in 1 contract
Samples: Third Amended and Restated Credit Agreement (HF Sinclair Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the request, or may may, with the consent, of the Required Majority Revolving Lenders, by notice to the Borrower, declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Loans and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may may, with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Revolving Lenders, deposit into Cash Collateralize the Cash Collateral Account an amount of cash equal to the Letter Letters of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, in accordance with Section 7.07; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to 103% of the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Samples: Credit Agreement (Isramco Inc)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph clause (fe) of Section 8.01 with respect to the Borrower or the Parent7.1) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required LendersMajority Banks, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Credit Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required LendersMajority Banks, deposit with the Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders Majority Banks proceed to enforce its rights and remedies under the Guaranties and any other Credit Documents Document for the ratable benefit of the Banks by appropriate proceedings.
Appears in 1 contract
Samples: Fifth Amended and Restated Credit Agreement (Stone Energy Corp)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (fe) of Section 8.01 with respect to the Borrower or the Parent7.01) shall have occurred and be continuing, then, and in any such event,
(a) the Administrative Agent (i) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the obligation of each Bank Lender and the Issuing Lender to make extensions of credit hereunder, including making Advances and the obligation of each Issuing Bank to issueissuing, increase, increasing or extend extending Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Majority Lenders, by notice to the Borrower, declare the Notesall principal, all interest thereoninterest, the Letter of Credit Obligationsfees, reimbursements, indemnifications, and all other amounts payable under this Agreement Agreement, the Notes, and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,;
(b) the Borrower shall, on demand of the Administrative Agent at the request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, Obligations; and
(c) the Administrative Agent Collateral Trustee shall at the request of, or may with the consent of, the Required Lenders Plurality (as defined in the Collateral Trust and Intercreditor Agreement) proceed to enforce its rights and remedies under the Credit Documents Security Instruments, the Guaranties, and any other Loan Document for the ratable benefit of the Banks Secured Parties by appropriate proceedings.
Appears in 1 contract
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent) shall have occurred and be continuing, then, and in any such event,
, the automatic stay of Section 362 of the Bankruptcy Code shall be automatically vacated without further order of the Bankruptcy Court, without the need for filing any motion for relief from the automatic stay or any other pleading, for the limited purpose of (a) permitting the Administrative Agent (i) shall DIP Agent, at the request, or may with the consent, request of the Required Majority Lenders, by notice to the BorrowerBorrower (such notice, declare a “Remedies Notice”), to take either or both of the obligation of each Bank to make Advances and the obligation of each Issuing Bank to issuefollowing actions, increase, or extend Letters of Credit to be terminated, whereupon at the same shall forthwith terminateor different times: (i) terminate the New Money Commitments, and thereupon the New Money Commitments shall terminate immediately, and/or (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the Borrower, declare the Notes, all interest thereon, the Letter of Credit Obligations, and all other amounts payable under this Agreement New Money Loans to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith immediately due and payable in full, to the extent set forth herein; and (b) filing such Remedies Notice on the Bankruptcy Court’s docket. Following the filing of the Remedies Notice on the Bankruptcy Court’s docket, the DIP Agent may file an emergency motion, upon five (5) Business Days’ written notice to the Loan Parties from the DIP Agent, acting on instruction of the Majority Lenders in their sole and absolute discretion, seeking to obtain the Bankruptcy Court’s determination that (a) an Event of Default has occurred, (b) the DIP Agent is entitled to seek relief from the automatic stay of Section 362 of the Bankruptcy Code to enforce any and all liens and security interests created pursuant to any of the Loan Documents, and (c) subject to obtaining an order granting relief from the automatic stay, to permit the DIP Agent, on behalf of the DIP Secured Parties, to do any of the following: (A) enforce any and all liens and security interests created pursuant to any of the Loan Documents or any other document purporting to create a lien in favor of the Lenders (or otherwise foreclose on the Collateral), including, without limitation assuming control over the use of cash in any cash collateral accounts; (B) enforce all rights under the Guaranties; (C) charge the Default Rate of interest on the Loans; (D) declare the Loans and other DIP Obligations to be due and payable without presentment, demand, protest or further other notice of any kind (including, without limitation, any notice of intent to accelerate or notice of acceleration)kind, all of which are hereby expressly waived by the Borrower,
each Loan Party, and (bE) the Borrower shall, on demand exercise any and all of the Administrative Agent at the request its or with the consent of the Required Lenders, deposit into the Cash Collateral Account an amount of cash equal to the Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, and
(c) the Administrative Agent shall at the request of, or may with the consent of, the Required Lenders proceed to enforce its their other rights and remedies (whether as a secured creditor or otherwise) under the Credit Loan Documents for and under applicable law (including, but not limited to, the ratable benefit Bankruptcy Code and the Uniform Commercial Code as in effect from time to time in any applicable jurisdiction). In connection with any sale of any of the Banks by appropriate proceedingsLoan Parties’ assets under section 363 of the Bankruptcy Code, a Chapter 11 plan of reorganization, or any equivalent thereof under any other law, the DIP Agent, at the direction of the Majority Lenders, shall have the absolute right to credit bid any portion, up to the full amount, of all DIP Obligations. For the avoidance of doubt, it is understood and agreed that the Remedies Notice is a one-time requirement and is not required to be delivered with each exercise of remedies. In the case of the occurrence and continuation of an Event of Default, the DIP Agent and the Lenders will have all other rights and remedies available at law and equity and as provided in the DIP Orders.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Extraction Oil & Gas, Inc.)
Optional Acceleration of Maturity. If any Event of Default (other than an Event of Default pursuant to paragraph (f) of Section 8.01 with respect to the Borrower or the Parent7.01(e)) shall have occurred and be continuing, then, and in any such event,:
(a) the Administrative Agent (i) shall at the written request, or may with the consent, of the Required Majority Lenders, by notice to the BorrowerBorrowers, (i) declare the obligation of each Bank to make Advances Commitments and the obligation of each Lender and the Issuing Bank to issuemake extensions of credit hereunder, increase, or extend including making Advances and issuing Letters of Credit Credit, to be terminated, whereupon the same shall forthwith terminate, and (ii) shall at the requestdeclare all principal, or may with the consentinterest, of the Required Lendersfees, by notice to the Borrowerreimbursements, declare the Notes, all interest thereon, the Letter of Credit Obligationsindemnifications, and all other amounts payable under this Agreement and the other Loan Documents to be forthwith due and payable, whereupon the Notes, all such interest, all such Letter of Credit Obligations and all such amounts shall become and be forthwith due and payable in full, without presentment, demand, protest or further notice of any kind (including, without limitation, any notice of intent to accelerate or demand, demand, presentment for payment, notice of nonpayment, protest, notice of protest, grace, notice of dishonor, notice of intent to accelerate, notice of acceleration), and all other notices, all of which are hereby expressly waived by the Borrower,Borrowers;
(b) the each Borrower shall, on demand of the Administrative Agent at the written request or with the consent of the Required Majority Lenders, deposit with the Administrative Agent into the Cash XX Xxxx Collateral Account an amount of cash in Dollars equal to the outstanding Letter of Credit Exposure as security for the Obligations to the extent the Letter of Credit Obligations are not otherwise paid at such time, ; and
(c) the Administrative Agent shall at the written request of, or may with the consent of, the Required Majority Lenders proceed to enforce its rights and remedies under the Credit Documents Security Documents, this Agreement, and any other Loan Document for the ratable benefit of the Banks Lenders by appropriate proceedings.
Appears in 1 contract
