Common use of PROMPT NOTICE TO ADMINISTRATIVE AGENT Clause in Contracts

PROMPT NOTICE TO ADMINISTRATIVE AGENT. (a) The Lead Borrower shall provide the Administrative Agent with written notice promptly upon the occurrence of any of the following events, which written notice shall be with reasonable particularity as to the facts and circumstances in respect of which such notice is being given: (i) Any change in any Loan Party's President, chief executive officer, chief operating officer, and chief financial officer (without regard to the title(s) actually given to the Persons discharging the duties customarily discharged by officers with those titles). (ii) Any ceasing of any Loan Party's payment of the debts of that Loan Party generally as they mature, in the ordinary course, to its creditors (other than its ceasing of making of such payments on account of a dispute which, if adversely determined to the Loan Parties is not reasonably likely to have a Material Adverse Effect). (iii) Any failure by any Loan Party to pay rent at any of that Loan Party's locations, which failure continues for more than three (3) days following the last day on which such rent was payable unless such failure is not reasonably likely to have a Material Adverse Effect. (iv) Any material adverse change in the business, operations, or financial affairs of any Borrower. (v) The occurrence of any Default. (vi) Any intention on the part of any Loan Party to discharge that Loan Party's present independent accountants or any withdrawal or resignation by such independent accountants from their acting in such capacity (as to which, see Subsection 6.1(d)). (vii) Any litigation which, if determined adversely to any Loan Party, is reasonably likely to have a Material Adverse Effect. (viii) Any intention of a Borrower to enter into a consignment arrangement or licensing or other similar agreement (whether for intellectual property, leased departments in stores or otherwise) with any other Person (other than a Loan Party). (ix) Any Material Accounting Changes. (x) Any event, occurrence or circumstance not specifically described herein which is reasonably likely to have a Material Adverse Effect. (xi) Any Loan Party's entering into a license agreement after the Effective Date. (xii) Any Loan Party's entering into a Capital Lease after the Effective Date. (b) The Lead Borrower shall: (i) Provide the Administrative Agent, when so distributed, with copies of any materials distributed to all shareholders of the Lead Borrower (qua such shareholders).

PROMPT NOTICE TO ADMINISTRATIVE AGENT. (a) The Lead Borrower shall provide the Administrative Agent with written notice promptly upon the occurrence of any of the following events, which written notice shall be with reasonable particularity as to the facts and circumstances in respect of which such notice is being given: given (i) Any any change in any Loan Party's Presidentpresident, chief executive officer, chief operating officer, and chief financial officer (without regard to the title(s) actually given to the Persons discharging the duties customarily discharged by officers with those titles). ; (ii) Any any ceasing of any Loan Party's payment of the debts of that Loan Party generally as they mature, in the ordinary course, to its creditors (other than its ceasing of making of such payments on account of a dispute which, if adversely determined to the Loan Parties is not reasonably likely to have a Material Adverse Effect). ; (iii) Any any failure by any Loan Party to pay rent at any of that Loan Party's locations, which failure continues for more than three (3) days following the last day on which such rent was payable unless such failure is not reasonably likely to have a Material Adverse Effect. ; (iv) Any any material adverse change in the business, operations, or financial affairs of any the Borrower. ; (v) The the occurrence of any Default. ; (vi) Any any intention on the part of any Loan Party to discharge that Loan Party's present independent accountants or any withdrawal or resignation by such independent accountants from their acting in such capacity (as to which, see Subsection 6.1(dSection 7.01(d)). ; (vii) Any any litigation which, if determined adversely to any Loan Party, is reasonably likely to have a Material Adverse Effect. ; (viii) Any any intention of a Borrower Key Loan Party to enter into a consignment arrangement or licensing or other similar agreement (whether for intellectual property, leased departments in stores or otherwise) with any other Person (other than a Loan Party). ; (ix) Any any additional or amended collective bargaining or other labor contract entered into after the Effective Date; (x) any Material Accounting Changes. ; (xxi) Any any material adverse change relating to the type, quantity or quality of the Collateral or the Lien granted thereon; (xii) any event, occurrence or circumstance not specifically described herein which that is reasonably likely to have a Material Adverse Effect. ; (xixiii) Any any Loan Party's entering into a license agreement after the Effective Date. ; (xiixiv) Any any Loan Party's entering into a Capital Capitalized Lease after the Effective Date; and (xv) any Loan Party's entering into a Lease after the Effective Date. (b) The Lead Borrower shall: shall (i) Provide provide the Administrative Agent, when so distributed, with copies of any materials distributed to all the shareholders of the Lead Borrower Borrower; (qua ii) provide the Agent (A) when filed, copies of all filings with the SEC. Such copies may be provided in electronic format; (B) when received, copies of all correspondence from the SEC, other than routine general communications from the SEC; and (C) should any of the information on any of the Schedules hereto become misleading in any material respect, promptly advise the Agent in writing with such shareholdersrevisions or updates as may be necessary or appropriate to update or correct the same; provided, however, that no such Schedule shall be deemed to have been amended, modified or superseded by any such correction or update, nor shall any breach of any representation or warranty resulting from the inaccuracy or incompleteness of such Schedule be deemed to have been cured or waived, unless and until the Agent, in its discretion shall have accepted in writing such revisions; (iii) at the request of Agent, from time to time, provide the Agent with copies of all advertising (including copies of all print advertising and duplicate tapes of all video and radio advertising); and (iv)provide the Agent, when received by and Loan Party, with a copy of any management letter or similar communications from any independent accountant of any Loan Party.

PROMPT NOTICE TO ADMINISTRATIVE AGENT. (a) The Lead Administrative Borrower shall provide the Administrative Agent with written notice promptly upon the occurrence of any of the following events, which written notice shall be with reasonable particularity as to the facts and circumstances in respect of which such notice is being given: given (i) Any any change in any Loan Party's Presidentpresident, chief executive officer, chief operating officer, and chief financial officer (without regard to the title(s) actually given to the Persons discharging the duties customarily discharged by officers with those titles). ; (ii) Any any ceasing of any Loan Party's payment of the debts of that Loan Party generally as they mature, in the ordinary course, to its creditors (other than its ceasing of making of such payments on account of a dispute which, if adversely determined to the Loan Parties is not reasonably likely to have a Material Adverse Effect). ; (iii) Any any failure by any Loan Party to pay rent at any of that Loan Party's locations, which failure continues for more than three (3) days following the last day on which such rent was payable unless such failure is not reasonably likely to have a Material Adverse Effect. ; (iv) Any any material adverse change in the business, operations, or financial affairs of any Borrower. ; (v) The the occurrence of any Default. ; (vi) Any any intention on the part of any Loan Party to discharge that Loan Party's present independent accountants or any withdrawal or resignation by such independent accountants from their acting in such capacity (as to which, see Subsection 6.1(dSection 7.01(d)). ; (vii) Any any litigation which, if determined adversely to any Loan Party, is reasonably likely to have a Material Adverse Effect. ; (viii) Any any intention of a Borrower to enter into a consignment arrangement or licensing or other similar agreement (whether for intellectual property, leased departments in stores or otherwise) with any other Person (other than a Loan Party). Person; (ix) Any any additional or amended collective bargaining or other labor contract entered into after the Effective Date; (x)any Material Accounting Changes. ; (xxi) Any any material adverse change relating to the type, quantity or quality of the Collateral or the Lien granted thereon; (xii) any event, occurrence or circumstance not specifically described herein which that is reasonably likely to have a Material Adverse Effect. ; (xixiii) Any any Loan Party's entering into a license agreement after the Effective Date. ; (xiixiv) Any any Loan Party's entering into a Capital Capitalized Lease after the Effective Date; and (xv) any Loan Party's entering into a Lease after the Effective Date. (b) The Lead Administrative Borrower shall: shall (i) Provide provide the Administrative Agent, when so distributed, with copies of any materials distributed to all the shareholders of the Lead Borrower Parent; (qua ii) provide the Agent (A) when filed, copies of all filings with the SEC. Such copies may be provided in electronic format; (B) when received, copies of all correspondence from the SEC, other than routine general communications from the SEC; and (C) should any of the information on any of the Schedules hereto become misleading in any material respect, promptly advise the Agent in writing with such shareholdersrevisions or updates as may be necessary or appropriate to update or correct the same; PROVIDED, HOWEVER, that no such Schedule shall be deemed to have been amended, modified or superseded by any such correction or update, nor shall any breach of any representation or warranty resulting from the inaccuracy or incompleteness of such Schedule be deemed to have been cured or waived, unless and until the Agent, in its discretion shall have accepted in writing such revisions; (iii) at the request of Agent, from time to time, provide the Agent with copies of all advertising (including copies of all print advertising and duplicate tapes of all video and radio advertising); and (iv)provide the Agent, when received by and Loan Party, with a copy of any management letter or similar communications from any independent accountant of any Loan Party.

PROMPT NOTICE TO ADMINISTRATIVE AGENT. (a) The Lead Borrower shall provide the Administrative Agent with written notice promptly upon the occurrence of any of the following events, which written notice shall be with reasonable particularity as to the facts and circumstances in respect of which such notice is being given: given (i) Any any change in any Loan Party's Presidentpresident, chief executive officer, chief operating officer, and chief financial officer (without regard to the title(s) actually given to the Persons discharging the duties customarily discharged by officers with those titles). ; (ii) Any any ceasing of any Loan Party's payment of the debts of that Loan Party generally as they mature, in the ordinary course, to its creditors (other than its ceasing of making of such payments on account of a dispute which, if adversely determined to the Loan Parties is not reasonably likely to have a Material Adverse Effect). ; (iii) Any any failure by any Loan Party to pay rent at any of that Loan Party's locations, which failure continues for more than three (3) days following the last day on which such rent was payable unless such failure is not reasonably likely to have a Material Adverse Effect. ; (iv) Any any material adverse change in the business, operations, or financial affairs of any Borrower. ; (v) The the occurrence of any Default. ; (vi) Any any intention on the part of any Loan Party to discharge that Loan Party's present independent accountants or any withdrawal or resignation by such independent accountants from their acting in such capacity (as to which, see Subsection 6.1(dSection 7.01(d)). ; (vii) Any any litigation which, if determined adversely to any Loan Party, is reasonably likely to have a Material Adverse Effect. ; (viii) Any any intention of a Borrower Key Loan Party to enter into a consignment arrangement or licensing or other similar agreement (whether for intellectual property, leased departments in stores or otherwise) with any other Person (other than a Loan Party). Person; (ix) Any any additional or amended collective bargaining or other labor contract entered into after the Effective Date; (x)any Material Accounting Changes. ; (xxi) Any [Intentionally Omitted]; (xii) any event, occurrence or circumstance not specifically described herein which that is reasonably likely to have a Material Adverse Effect. ; (xixiii) Any any Loan Party's entering into a license agreement after the Effective Date. ; (xiixiv) Any any Loan Party's entering into a Capital Capitalized Lease after the Effective Date; and (xv) any Loan Party's entering into a Lease after the Effective Date. (b) The Lead Borrower shall: shall (i) Provide provide the Administrative Agent, when so distributed, with copies of any materials distributed to all the shareholders of the Lead Borrower Borrower; (qua ii) provide the Agent (A) when filed, copies of all filings with the SEC. Such copies may be provided in electronic format; (B) when received, copies of all correspondence from the SEC, other than routine general communications from the SEC; and (C) should any of the information on any of the Schedules hereto become misleading in any material respect, promptly advise the Agent in writing with such shareholdersrevisions or updates as may be necessary or appropriate to update or correct the same; PROVIDED, HOWEVER, that no such Schedule shall be deemed to have been amended, modified or superseded by any such correction or update, nor shall any breach of any representation or warranty resulting from the inaccuracy or incompleteness of such Schedule be deemed to have been cured or waived, unless and until the Agent, in its discretion shall have accepted in writing such revisions; (iii) at the request of Agent, from time to time, provide the Agent with copies of all advertising (including copies of all print advertising and duplicate tapes of all video and radio advertising); and (iv)provide the Agent, when received by and Loan Party, with a copy of any management letter or similar communications from any independent accountant of any Loan Party.

PROMPT NOTICE TO ADMINISTRATIVE AGENT. (a) The Lead Borrower shall provide the Administrative Agent with written notice promptly upon the occurrence of any of the following events, which written notice shall be with reasonable particularity as to the facts and circumstances in respect of which such notice is being given: (i) Any change in any Loan Party's ’s President, chief executive officer, chief operating officer, and chief financial officer (without regard to the title(s) actually given to the Persons discharging the duties customarily discharged by officers with those titles). (ii) Any ceasing of any Loan Party's ’s payment of the debts of that Loan Party generally as they mature, in the ordinary course, to its creditors (other than its ceasing of making of such payments on account of a dispute which, if adversely determined to the Loan Parties is not reasonably likely to have a Material Adverse Effect). (iii) Any failure by any Loan Party to pay rent at any of that Loan Party's ’s locations, which failure continues for more than three (3) days following the last day on which such rent was payable unless such failure is not reasonably likely to have a Material Adverse Effect. (iv) Any material adverse change in the business, operations, or financial affairs of any the Borrower. (v) The occurrence of any Default. (vi) Any intention on the part of any Loan Party to discharge that Loan Party's ’s present independent accountants or any withdrawal or resignation by such independent accountants from their acting in such capacity (as to which, see Subsection 6.1(d)). (vii) Any litigation which, if determined adversely to any Loan Party, is reasonably likely to have a Material Adverse Effect. (viii) Any intention of a the Borrower to enter into a consignment arrangement or licensing or other similar agreement (whether for intellectual property, leased departments in stores or otherwise) with any other Person (other than a Loan Party). (ix) Any Material Accounting Changes. (x) Any event, occurrence or circumstance not specifically described herein which is reasonably likely to have a Material Adverse Effect. (xi) Any Loan Party's ’s entering into a license agreement after the Second Amendment Effective Date. (xii) Any Loan Party's ’s entering into a Capital Lease after the Second Amendment Effective Date. (b) The Lead Borrower shall: (i) Provide the Administrative Agent, when so distributed, with copies of any materials distributed to all shareholders of the Lead Borrower (qua such shareholders). (ii) Provide the Administrative Agent: (A) When filed, copies of all filings with the SEC. Such copies may be provided in electronic format. (B) When received, copies of all correspondence from the SEC, other than routine general communications from the SEC. (C) Should any of the information on any of the Exhibits hereto become misleading in any material respect, the Borrower shall promptly advise the Administrative Agent in writing with such revisions or updates as may be necessary or appropriate to update or correct the same; provided however that no such Exhibit shall be deemed to have been amended, modified or superseded by any such correction or update, nor shall any breach of representation or warranty resulting from the inaccuracy or incompleteness of such Exhibit be deemed to have been cured or waived, unless and until the Administrative Agent, in its discretion shall have accepted in writing such revisions. (iii) At the request of the Administrative Agent, from time to time, provide the Administrative Agent with copies of all advertising (including copies of all print advertising and duplicate tapes of all video and radio advertising). (iv) Provide the Administrative Agent, when received by any Loan Party, with a copy of any management letter or similar communications from any independent accountant of any Loan Party.

PROMPT NOTICE TO ADMINISTRATIVE AGENT. (a) The Lead Borrower shall provide the Administrative Agent with written notice promptly upon the occurrence of any of the following events, which written notice shall be with reasonable particularity as to the facts and circumstances in respect of which such notice is being given: (i) Any change in any Loan Party's President, chief executive officer, chief operating officer, and chief financial officer (without regard to the title(s) actually given to the Persons discharging the duties customarily discharged by officers with those titles). (ii) Any ceasing of any Loan Party's payment of the debts of that Loan Party generally as they mature, in the ordinary course, to its creditors (other than its ceasing of making of such payments on account of a dispute which, if adversely determined to the Loan Parties is not reasonably likely to have a Material Adverse Effect). (iii) Any failure by any Loan Party to pay rent at any of that Loan Party's locations, which failure continues for more than three (3) days following the last day on which such rent was payable unless such failure is not reasonably likely to have a Material Adverse Effect. (iv) Any material adverse change in the business, operations, or financial affairs of any Borrower. (v) The occurrence of any Default. (vi) Any intention on the part of any Loan Party to discharge that Loan Party's present independent accountants or any withdrawal or resignation by such independent accountants from their acting in such capacity (as to which, see Subsection 6.1(d5.1(d)). (vii) Any litigation which, if determined adversely to any Loan Party, is reasonably likely to have a Material Adverse Effect. (viii) Any intention of a Borrower to enter into a consignment arrangement or licensing or other similar agreement (whether for intellectual property, leased departments in stores or otherwise) with any other Person (other than a Loan Party)Person. (ix) Any Material Accounting Changes. (x) Any event, occurrence or circumstance not specifically described herein which is reasonably likely to have a Material Adverse Effect. (xi) Any Loan Party's entering into a license agreement after the Effective Closing Date. (xii) Any Loan Party's entering into a Capital Lease after the Effective Closing Date. (b) The Lead Borrower shall: (i) Provide the Administrative Agent, when so distributed, with copies of any materials distributed to all shareholders of the Lead Borrower (qua such shareholders).