Common use of Payments by Agent; Protective Advances Clause in Contracts

Payments by Agent; Protective Advances. (a) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by Agent, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations have been fully performed and paid indefeasibly in cash and the Commitments have been terminated. Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the Obligations may be charged to Borrower’s account as an Advance under the Loan and added to the Obligations. (b) Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time to time, without prior notice, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at Borrower’s expense) taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or Agent’s Lien priority in the Underlying Collateral; or (iii) make any other payment (at Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral or Collateral. Agent shall be reimbursed for all such advances pursuant to Section 2.5 and any such advances shall bear interest at the Applicable Rate from the date the Advance is made until it is repaid. No such advance by Agent shall be construed as a waiver by Agent, or any Lender of any Default or Event of Default or any of the rights or remedies of Agent or any Lender.

Payments by Agent; Protective Advances. (a) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 2.4 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations have been fully performed and paid indefeasibly are repaid in cash full and the Commitments Loan Agreement and the other Loan Documents have been terminated. Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the its Obligations may be charged to Borrower’s account as an Advance under the Loan and added to the Obligations. (b) Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time to time, without prior notice, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at the Borrower’s expense) taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize the Agent’s Lien priority in the Underlying Collateral, including any underlying collateral securing any Lease; or (iiiii) make any other payment (at the Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, or Collateralany underlying collateral securing any Lease (each such advance or payment set forth in clauses (i) and (ii), a “Protective Advance”). Agent shall be reimbursed for all such advances Protective Advances pursuant to Section 2.5 2.4 and any such advances Protective Advances shall bear interest at the Applicable Rate plus the Default Rate from the date the Protective Advance is made paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, or any Lender of any Default or Default, Event of Default, Default Trigger Event, First Payment Default Trigger Event or any of the rights or remedies of Agent or any Lender.

Payments by Agent; Protective Advances. (a) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by Agent, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations have been fully performed and paid indefeasibly in cash and the Commitments have been terminated. Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the Obligations may be charged to Borrower’s account as an Advance under the Loan and added to the Obligations. (b) Notwithstanding any provision of any Loan Document, Agent, in its sole discretionPermitted Discretion, shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time to time, without prior notice, to: (i) obtain insurance (at the Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required by Borrower under any Underlying Loan Document or upon the Underlying Borrower’s failure to do soDocument; (ii) discharge (at the Borrower’s expense) taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize the Agent’s Lien priority in the Underlying Collateral, or, after the occurrence and continuance of a Potential Default or an Event of Default, any underlying collateral securing any Pledged Receivable; or (iii) make any other payment (at the Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, or, after the occurrence and continuance of a Potential Default or Collateralan or Event of Default, any underlying collateral securing any Pledged Receivable (each such advance or payment set forth in clauses (i), (ii) and (iii), a “Protective Advance”). Agent shall be reimbursed for all such advances Protective Advances pursuant to Section 2.5 2.4 and any such advances Protective Advances shall bear interest at the Applicable Rate from the date the Protective Advance is made paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, or any Lender of any Default or Potential Default, Event of Default or any of the rights or remedies of Agent or any Lender. If Borrower fails to make a required payment that is the subject of a Protective Advance then Borrower irrevocably authorizes disbursement of any such funds to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.4 without necessity of any demand in accordance with the terms of this Section 2.8.

Payments by Agent; Protective Advances. (a) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an a Revolving Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 2.4 without necessity of any demand whether or not a Default or an Event of Default has occurred or and is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations (other than indemnity obligations of Borrower under the Loan Documents that are not then due and payable or for which any events or claims that would give rise thereto are not then pending) have been fully performed and paid indefeasibly in cash cash, the Revolving Loan Availability has been terminated and the Commitments have this Agreement has been terminated. Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the Obligations may be charged to Borrower’s account as an a Revolving Advance under the Loan and added to the Obligations. (b) . Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, discretion shall have the right, but not any obligation, at any time that Borrower fails to do soso as required pursuant to this Agreement, and from time to time, without prior upon not less than five (5) Business Days written notice, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at Borrower’s expense) taxes Taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize the Agent’s Lien priority in the Underlying Collateral, including any underlying collateral securing any Receivable; or (iiiii) during the continuance of an Event of Default, make any other payment (at Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, including any underlying collateral securing any Receivable (each such advance or Collateralpayment set forth in clauses (i) and (ii), a “Protective Advance”). Agent shall be reimbursed for all such advances Protective Advances pursuant to Section 2.5 2.4 (provided, however, Agent may, at its election, be reimbursed for Protective Advances from available funds in the Collection Account prior to the occurrence of any Payment Date, and for the avoidance of doubt, all Protective Advances are immediately payable by Borrower in connection with any acceleration of the Loan after an Event of Default in accordance with this Agreement), and any such advances Protective Advances shall bear interest at the Applicable Rate plus, if applicable, the Default Rate from the date the Protective Advance is made paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, any Managing Agent or any Lender of any Default or Default, Event of Default or any of the rights or remedies of Agent, any Managing Agent or any Lender. Any such Protective Advances may be charged to Borrower’s account as a Loan and added to the Obligations.

Payments by Agent; Protective Advances. (a) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 2.3 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations (other than indemnity obligations under the Loan Documents that are not then due and payable or for which any events or claims that would give rise thereto are not then pending) have been fully performed and paid indefeasibly in cash and the Commitments have this Agreement has been terminated. Any sums expended or amounts paid by Agent and/or Lenders pursuant to this Section 2.12(a) as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the Obligations may be deemed to be paid in full by Borrower, charged to Borrower’s account as an Advance advance under the Loan and added to the Obligations. (b) Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time to time, without prior notice, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at Borrower’s expense) taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize Agent’s Lien priority in the Underlying Collateral, including any underlying collateral securing the Loan; or (iiiii) make any other payment (at Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, or Collateralany underlying collateral securing the Loan (each such advance or payment set forth in clause (a) above and clauses (i) and (ii) herein, a “Protective Advance”). Agent shall be reimbursed for all such advances Protective Advances pursuant to Section 2.5 2.3 and any such advances Protective Advances shall bear interest at the Applicable Interest Rate from the date the Protective Advance is made paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, or any Lender of any Default or Default, Event of Default or any of the rights or remedies of Agent or any Lender.

Payments by Agent; Protective Advances. (a) Should any amount required to be paid by the Borrower under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 2.4 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations (other than indemnity obligations of Borrower under the Loan Documents that are not then due and payable or for which any events or claims that would give rise thereto are not then pending) have been fully performed and paid indefeasibly in cash and cash, the Revolving Loan Commitments have been terminated and this Agreement has been terminated. Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the Obligations may be charged to Borrower’s account as an Advance under the Loan and added to the Obligations. (b) Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time to time, without prior notice, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at the Borrower’s expense) taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize the Agent’s Lien priority in the Underlying Collateral, including any underlying collateral securing any Participation Interest or Receivable; or (iiiii) make any other payment (at the Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, or Collateralany underlying collateral securing any Participation Interest or Receivable (each such advance or payment set forth in clauses (i) and (ii), a “Protective Advance”). Agent shall be reimbursed for all such advances Protective Advances pursuant to Section 2.5 2.4 and any such advances Protective Advances shall bear interest at the Applicable lesser of (x) the Calculated Rate or (y) the Maximum Rate from the date the Protective Advance is paid by Agent until it is repaid, provided, that if such Protective Advance was made during the continuance of an Event of Default or if the event giving rise to such Protective Advance matures into an Event of Default hereunder, the interest rate charged on such Protective Advance shall be increased by the Default Rate and shall be calculated from the date such Protective Advance is paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, or any Lender of any Default or Default, Event of Default Default, or any of the rights or remedies of Agent or any Lender.

Payments by Agent; Protective Advances. (a1) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 2.4 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations have been fully performed and paid indefeasibly are repaid in cash full and the Commitments Loan Agreement and the other Loan Documents have been terminated. 38 Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the its Obligations may be charged to Borrower’s account as an Advance under the Loan and added to the Obligations. (b2) Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time to time, without prior notice, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at the Borrower’s expense) taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize the Agent’s Lien priority in the Underlying Collateral, including any underlying collateral securing any Lease; or (iiiii) make any other payment (at the Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, or Collateralany underlying collateral securing any Lease (each such advance or payment set forth in clauses (i) and (ii), a “Protective Advance”). Agent shall be reimbursed for all such advances Protective Advances pursuant to Section 2.5 2.4 and any such advances Protective Advances shall bear interest at the Applicable Rate plus the Default Rate from the date the Protective Advance is made paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, or any Lender of any Default or Default, Event of Default, Default Trigger Event, First Payment Default Trigger Event or any of the rights or remedies of Agent or any Lender.

Payments by Agent; Protective Advances. (a) Should any amount required to be paid under any Loan Document be unpaid beyond any applicable cure period, such amount may be paid by Agent, for the account of Agent or Lenders, which payment shall be deemed a request for an a Revolving Advance under the Loan as of the date such payment is due, and Borrower irrevocably authorizes disbursement of any such funds by to Agent, for the benefit of itself and the Lenders, by way of direct payment of the relevant amount, interest or Obligations in accordance with Section 2.5 2.4 without necessity of any demand whether or not a Default or an Event of Default has occurred or is continuing. No payment or prepayment of any amount by Agent, Lenders or any other Person shall entitle any Person to be subrogated to the rights of Agent and/or Lenders under any Loan Document unless and until the Obligations (other than indemnity obligations of Borrower under the Loan Documents that are not then due and payable or for which any events or claims that would give rise thereto are not then pending) have been fully performed and paid indefeasibly in cash cash, the Revolving Loan Amount has been terminated and the Commitments have this Agreement has been terminated. Any sums expended or amounts paid by Agent and/or Lenders as a result of Borrower’s failure to pay, perform or comply with any Loan Document or any of the Obligations may be charged to Borrower’s account as an a Revolving Advance under the Loan and added to the Obligations. (b) Notwithstanding any provision of any Loan Document, Agent, in its sole discretion, discretion shall have the right, but not any obligation, at any time that Borrower fails to do so, and from time so as required pursuant to time, without prior noticethis Agreement, to: (i) obtain insurance (at Borrower’s expense) covering any of the Underlying Collateral to the extent not obtained as required under any Underlying Loan Document or upon the Underlying Borrower’s failure to do so; (ii) discharge (at Borrower’s expense) taxes Taxes or Liens affecting any of the Underlying Collateral that have not been paid in violation of any Underlying Loan Document or that jeopardizes Borrower’s or jeopardize the Agent’s Lien priority in the Underlying Collateral, including any underlying collateral securing any Receivable; or (iiiii) make any other payment (at Borrower’s expense) for the administration, servicing, maintenance, preservation or protection of the Underlying Collateral Collateral, including any underlying collateral securing any Receivable or Collateralany advances on any Receivables or (iii) take such action as Agent may determine to preserve the performance, enforceability or value of the Receivables including any advances on any Receivables (each such advance or payment set forth in clauses (i), (ii) and (iii), a “Protective Advance”). Agent shall be reimbursed for all such advances pursuant Protective Advances within two (2) Business Days of written demand by Agent, (provided, however, Agent may, at its election, be reimbursed for Protective Advances from available funds in the Collection Account prior to Section 2.5 the occurrence of any Payment Date, and for the avoidance of doubt, all Protective Advances are immediately payable by Borrower in connection with any acceleration of the Loan after an Event of Default in accordance with this Agreement), and any such advances Protective Advances shall bear interest at the Applicable Rate plus, if applicable, the Default Rate from the date the Protective Advance is made paid by Agent until it is repaid. No such advance Protective Advance by Agent shall be construed as a waiver by Agent, any Managing Agent or any Lender of any Default or Default, Event of Default or any of the rights or remedies of Agent, any Managing Agent or any Lender. Any such Protective Advances may be charged to Borrower’s account as a Loan and added to the Obligations.