Common use of Remedies upon Event of Default Rights Clause in Contracts

Remedies upon Event of Default Rights. Upon the occurrence of an Event of Default and at any time or from time to time thereafter: a. RZB may declare, by notice to Obligor, any and all of the Obligations immediately due and payable, without any other presentment, demand, protest or notice of any kind, anything in any other agreement to the contrary notwithstanding, and in the case of any bankruptcy, insolvency or similar proceeding relating to Obligor or its property, all of the Obligations shall automatically become due and payable (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the absolute right of RZB to demand payment of the Obligations at any time in its sole discretion, to the extent the agreements and instruments pertaining to such Obligations provide for such demand); b. RZB shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of Obligor, anything in any other agreement to the contrary notwithstanding (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the sole and absolute discretion of RZB to make or refrain from making such loans, extensions of credit or financial accommodations to the extent the agreements and instruments pertaining thereto provide for such discretion); c. RZB may exercise all other rights to which it is entitled hereunder or under applicable law; d. RZB may exercise all rights of a secured party under the UCC (whether or not in effect in the jurisdiction where such rights are exercised) and, in addition, RZB may sell the Collateral or any part thereof at public or private sales, for cash, upon credit or for future delivery, and at such price or prices as RZB may deem satisfactory. RZB may be the purchaser of any or all of the Collateral so sold at any public sale (or, if the Collateral is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations, at any private sale) and thereafter hold the same, absolutely, free from any right or claim of whatever kind. Obligor will execute and deliver such documents and take such other action as RZB deems necessary or advisable in order that any such sales may be made in compliance with law. Upon any such sales RZB shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral so sold. Each purchaser at any such sales shall hold the Collateral so sold to it absolutely, free from any claim or right of whatever kind, including any equity or right of redemption of Obligor, and to the extent permitted by law, Obligor hereby specifically waives all rights of redemption, stay or appraisal which it has or may have under any law now existing or hereafter adopted. The notice (if any) of such sale required herein shall (i) in the case of a public sale, state the time and place fixed for such sale, and (ii) in the case of private sale, state the day after which such sale may be consummated. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as RZB may fix in the notice of such sale. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, RZB will give Obligor reasonable notice of the time and place of any such public sale or of the time after which any private sale or any other intended disposition thereof is to be made, and Obligor agrees that five (5) days prior notice shall be deemed reasonable notice. At any such sale the Collateral may be sold in one lot as an entirety or in separate parcels, as RZB may determine. RZB shall not be obligated to make any such sale pursuant to any such notice. RZB may without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for the sale, and such sale may be made at any time or place to which the same may be so adjourned. In case of any sale of all or any part of Collateral on credit or for future delivery, the Collateral sold may be retained by RZB until the selling price is paid by the purchase thereof, but RZB shall not incur any liability in case of the failure of such purchaser to take up and pay for the Collateral so sold and, in case of any such failure, such Collateral may again be sold upon like notice. RZB, instead of exercising the power of sale herein conferred upon it, may proceed by a suit or suits at law or in equity to foreclose the security interests granted herein and sell the Collateral, or any portion thereof, under a judgment or decree of a court or courts of competent jurisdiction. e. For the purposes of enforcing any and all rights and remedies under this Agreement, RZB may (i) require Obligor to, and Obligor agrees that it will, at its expense and upon the request of RZB, forthwith assemble all or any part of the Collateral as directed by RZB and make it available at a place designated by RZB which is, in its opinion, reasonably convenient to RZB whether at the premises of Obligor or otherwise, (ii) to the extent permitted by applicable law, enter, with or without process of law and without breach of the peace, any premises where any of the Collateral is or may be located, and without charge or liability to it, sieze and remove such Collateral from such premises, (iii) have access to and use Obligor’s books and records relating to the Collateral and (iv) prior to the disposition of the Collateral, store or transfer it without charge in or by means of any storage or transportation facility owned or leased by Obligor or any other person, corporation or other entity, process, repair or recondition it or otherwise prepare it for disposition in any manner and to the extent RZB deems appropriate and, in connection with such preparation and disposition, use without charge any trademark, trade name, copyright, patent or technical process used by Obligor. f. If the Collateral consists in whole or in part of instruments or other investment property and RZB elects to sell or otherwise dispose of such instruments or other investment property, (i) Obligor will, if it controls the issuer of such instruments or other investment property, or it otherwise has the right to effect such registration, and if RZB deems such registration to be desirable, cause such instruments or other investment property to be registered under the Securities Act of 1933, as amended, and take all other action, including but not limited to complying with the “blue sky” or securities laws of the several states and delivering to RZB appropriate quantities of prospectuses, necessary or appropriate so as to permit the public sale or other disposition thereof by RZB in such jurisdictions as RZB may select, and indemnify, in the form then customary, all persons who are underwriters, statutory or otherwise, of such instruments or other investment property in connection with such sale or disposition, such indemnity, to the extent applicable to RZB, to be in addition to that afforded RZB under Section 10(c) hereof, and (ii) RZB may elect not to exercise its rights under clause (i) and in that event may, if in its judgment it shall be necessary or desirable so to do, restrict the number of prospective bidders so as to comply with the provisions of Section 5 of such Securities Act, and restrict such prospective bidders to persons who will represent and agree that they are purchasing the instruments or other investment property in question for their own account for investment and not with a view to the distribution or release of any thereof and who will further agree that such instruments or other investment property purchased by them may bear and appropriate restrictive legend to that effect.

Remedies upon Event of Default Rights. Upon the occurrence of an ------------------------------------------ Event of Default and at any time or from time to time thereafter: a. RZB may declare, by notice to Obligor, any and all of the Obligations immediately due and payable, without any other presentment, demand, protest or notice of any kind, anything in any other agreement to the contrary notwithstanding, and in the case of any bankruptcy, insolvency or similar proceeding relating to Obligor or its property, all of the Obligations shall automatically become due and payable (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the absolute right of RZB to demand payment of the Obligations at any time in its sole discretion, to the extent the agreements and instruments pertaining to such Obligations provide for such demand); b. RZB shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of Obligor, anything in any other agreement to the contrary notwithstanding (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the sole and absolute discretion of RZB to make or refrain from making such loans, extensions of credit or financial accommodations to the extent the agreements and instruments pertaining thereto provide for such discretion); c. RZB may exercise all other rights to which it is entitled hereunder or under applicable law; d. RZB may exercise all rights of a secured party under the UCC (whether or not in effect in the jurisdiction where such rights are exercised) and, in addition, RZB may sell the Collateral or any part thereof at public or private sales, for cash, upon credit or for future delivery, and at such price or prices as RZB may deem satisfactory. RZB may be the purchaser of any or all of the Collateral so sold at any public sale (or, if the Collateral is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations, at any private sale) and thereafter hold the same, absolutely, free from any right or claim of whatever kind. Obligor will execute and deliver such documents and take such other action as RZB deems necessary or advisable in order that any such sales may be made in compliance with law. Upon any such sales RZB shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral so sold. Each purchaser at any such sales shall hold the Collateral so sold to it absolutely, free from any claim or right of whatever kind, including any equity or right of redemption of Obligor, and to the extent permitted by law, Obligor hereby specifically waives all rights of redemption, stay or appraisal which it has or may have under any law now existing or hereafter adopted. The notice (if any) of such sale required herein shall (i) in the case of a public sale, state the time and place fixed for such sale, and (ii) in the case of private sale, state the day after which such sale may be consummated. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as RZB may fix in the notice of such sale. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, RZB will give Obligor reasonable notice of the time and place of any such public sale or of the time after which any private sale or any other intended disposition thereof is to be made, and Obligor agrees that five (5) days prior notice shall be deemed reasonable notice. At any such sale the Collateral may be sold in one lot as an entirety or in separate parcels, as RZB may determine. RZB shall not be obligated to make any such sale pursuant to any such notice. RZB may without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for the sale, and such sale may be made at any time or place to which the same may be so adjourned. In case of any sale of all or any part of Collateral on credit or for future delivery, the Collateral sold may be retained by RZB until the selling price is paid by the purchase purchaser thereof, but RZB shall not incur any liability in case of the failure of such purchaser to take up and pay for the Collateral so sold and, in case of any such failure, such Collateral may again be sold upon like notice. RZB, instead of exercising the power of sale herein conferred upon it, may proceed by a suit or suits at law or in equity to foreclose the security interests granted herein and sell the Collateral, or any portion thereof, under a judgment or decree of a court or courts of competent jurisdiction. e. For the purposes of enforcing any and all rights and remedies under this Agreement, RZB may (i) require Obligor to, and Obligor agrees that it will, at its expense and upon the request of RZB, forthwith assemble all or any part of the Collateral as directed by RZB and make it available at a place designated by RZB which is, in its opinion, reasonably convenient to RZB whether at the premises of Obligor or otherwise, (ii) to the extent permitted by applicable law, enter, with or without process of law and without breach of the peace, any premises where any of the Collateral is or may be located, and without charge or liability to it, sieze seize and remove such Collateral from such premises, (iii) have access to and use Obligor’s 's books and records relating to the Collateral and (iv) prior to the disposition of the Collateral, store or transfer it without charge in or by means of any storage or transportation facility owned or leased by Obligor or any other person, corporation or other entity, process, repair or recondition it or otherwise prepare it for disposition in any manner and to the extent RZB deems appropriate and, in connection with such preparation and disposition, use without charge any trademark, trade name, copyright, patent or technical process used by Obligor. f. If the Collateral consists in whole or in part of instruments or other investment property and RZB elects to sell or otherwise dispose of such instruments or other investment property, (i) Obligor will, if it controls the issuer of such instruments or other investment property, or it otherwise has the right to effect such registration, and if RZB deems such registration to be desirable, cause such instruments or other investment property to be registered under the Securities Act of 1933, as amended, and take all other action, including but not limited to complying with the “"blue sky” " or securities laws of the several states and delivering to RZB appropriate quantities of prospectuses, necessary or appropriate so as to permit the public sale or other disposition thereof by RZB in such jurisdictions as RZB may select, and indemnify, in the form then customary, all persons who are underwriters, statutory or otherwise, of such instruments or other investment property in connection with such sale or disposition, such indemnity, to the extent applicable to RZB, to be in addition to that afforded RZB under Section 10(c) hereof, and (ii) RZB may elect not to exercise its rights under clause (i) and in that event may, if in its judgment it shall be necessary or desirable so to do, restrict the number of prospective bidders so as to comply with the provisions of Section 5 of such Securities Act, and restrict such prospective bidders to persons who will represent and agree that they are purchasing the instruments or other investment property in question for their own account for investment and not with a view to the distribution or release of any thereof and who will further agree that such instruments or other investment property purchased by them may bear and an appropriate restrictive legend to that effect.

Remedies upon Event of Default Rights. Upon the occurrence of an Event of Default and at any time or from time to time thereafter: a. RZB may declare, by notice to Obligor, any and all of the Obligations immediately due and payable, without any other presentment, demand, protest or notice of any kind, anything in any other agreement to the contrary notwithstanding, and in the case of any bankruptcy, insolvency or similar proceeding relating to Obligor or its property, all of the Obligations shall automatically become due and payable (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the absolute right of RZB to demand payment of the Obligations at any time in its sole discretion, to the extent the agreements and instruments pertaining to such Obligations provide for such demand); b. RZB shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of Obligor, anything in any other agreement to the contrary notwithstanding (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the sole and absolute discretion of RZB to make or refrain from making such loans, extensions of credit or financial accommodations to the extent the agreements and instruments pertaining thereto provide for such discretion); c. RZB may exercise all other rights to which it is entitled hereunder or under applicable law; d. RZB may exercise all rights of a secured party under the UCC (whether or not in effect in the jurisdiction where such rights are exercised) and, in addition, RZB may sell the Collateral or any part thereof at public or private sales, for cash, upon credit or for future delivery, and at such price or prices as RZB may deem satisfactory. RZB may be the purchaser of any or all of the Collateral so sold at any public sale (or, if the Collateral is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations, at any private sale) and thereafter hold the same, absolutely, free from any right or claim of whatever kind. Obligor will execute and deliver such documents and take such other action as RZB deems necessary or advisable in order that any such sales may be made in compliance with law. Upon any such sales RZB shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral so sold. Each purchaser at any such sales shall hold the Collateral so sold to it absolutely, free from any claim or right of whatever kind, including any equity or right of redemption of Obligor, and to the extent permitted by law, Obligor hereby specifically waives all rights of redemption, stay or appraisal which it has or may have under any law now existing or hereafter adopted. The notice (if any) of such sale required herein shall (i) in the case of a public sale, state the time and place fixed for such sale, and (ii) in the case of private sale, state the day after which such sale may be consummated. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as RZB may fix in the notice of such sale. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, RZB will give Obligor reasonable notice of the time and place of any such public sale or of the time after which any private sale or any other intended disposition thereof is to be made, and Obligor agrees that five (5) days prior notice shall be deemed reasonable notice. At any such sale the Collateral may be sold in one lot as an entirety or in separate parcels, as RZB may determine. RZB shall not be obligated to make any such sale pursuant to any such notice. RZB may without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for the sale, and such sale may be made at any time or place to which the same may be so adjourned. In case of any sale of all or any part of Collateral on credit or for future delivery, the Collateral sold may be retained by RZB until the selling price is paid by the purchase purchaser thereof, but RZB shall not incur any liability in case of the failure of such purchaser to take up and pay for the Collateral so sold and, in case of any such failure, such Collateral may again be sold upon like notice. RZB, instead of exercising the power of sale herein conferred upon it, may proceed by a suit or suits at law or in equity to foreclose the security interests granted herein and sell the Collateral, or any portion thereof, under a judgment or decree of a court or courts of competent jurisdiction. e. For the purposes of enforcing any and all rights and remedies under this Agreement, RZB may (i) require Obligor to, and Obligor agrees that it will, at its expense and upon the request of RZB, forthwith assemble all or any part of the Collateral as directed by RZB and make it available at a place designated by RZB which is, in its opinion, reasonably convenient to RZB whether at the premises of Obligor or otherwise, (ii) to the extent permitted by applicable law, enter, with or without process of law and without breach of the peace, any premises where any of the Collateral is or may be located, and without charge or liability to it, sieze seize and remove such Collateral from such premises, (iii) have access to and use Obligor’s books and records relating to the Collateral and (iv) prior to the disposition of the Collateral, store or transfer it without charge in or by means of any storage or transportation facility owned or leased by Obligor or any other person, corporation or other entity, process, repair or recondition it or otherwise prepare it for disposition in any manner and to the extent RZB deems appropriate and, in connection with such preparation and disposition, use without charge any trademark, trade name, copyright, patent or technical process used by Obligor. f. If the Collateral consists in whole or in part of instruments or other investment property and RZB elects to sell or otherwise dispose of such instruments or other investment property, (i) Obligor will, if it controls the issuer of such instruments or other investment property, or it otherwise has the right to effect such registration, and if RZB deems such registration to be desirable, cause such instruments or other investment property to be registered under the Securities Act of 1933, as amended, and take all other action, including but not limited to complying with the “blue sky” or securities laws of the several states and delivering to RZB appropriate quantities of prospectuses, necessary or appropriate so as to permit the public sale or other disposition thereof by RZB in such jurisdictions as RZB may select, and indemnify, in the form then customary, all persons who are underwriters, statutory or otherwise, of such instruments or other investment property in connection with such sale or disposition, such indemnity, to the extent applicable to RZB, to be in addition to that afforded RZB under Section 10(c) hereof, and (ii) RZB may elect not to exercise its rights under clause (i) and in that event may, if in its judgment it shall be necessary or desirable so to do, restrict the number of prospective bidders so as to comply with the provisions of Section 5 of such Securities Act, and restrict such prospective bidders to persons who will represent and agree that they are purchasing the instruments or other investment property in question for their own account for investment and not with a view to the distribution or release of any thereof and who will further agree that such instruments or other investment property purchased by them may bear and an appropriate restrictive legend to that effect.

Remedies upon Event of Default Rights. Upon the occurrence of an Event of Default and at any time or from time to time thereafter: a. RZB may declare, by notice to Obligor, any and all of the Obligations immediately due and payable, without any other presentment, demand, protest or notice of any kind, anything in any other agreement to the contrary notwithstanding, and in the case of any bankruptcy, insolvency or similar proceeding relating to Obligor or its property, all of the Obligations shall automatically become due and payable (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the absolute right of RZB to demand payment of the Obligations at any time in its sole discretion, to the extent the agreements and instruments pertaining to such Obligations provide for such demand); b. RZB shall have no obligation to make further loans, extensions of credit or other financial accommodations to or on behalf of Obligor, anything in any other agreement to the contrary notwithstanding (provided, however, that the foregoing shall not be deemed to limit or impair in any way whatsoever the sole and absolute discretion of RZB to make or refrain from making such loans, extensions of credit or financial accommodations to the extent the agreements and instruments pertaining thereto provide for such discretion); c. RZB may exercise all other rights to which it is entitled hereunder or under applicable law; d. RZB may exercise all rights of a secured party under the UCC (whether or not in effect in the jurisdiction where such rights are exercised) and, in addition, RZB may sell the Collateral or any part thereof at public or private sales, for cash, upon credit or for future delivery, and at such price or prices as RZB may deem satisfactory. RZB may be the purchaser of any or all of the Collateral so sold at any public sale (or, if the Collateral is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations, at any private sale) and thereafter hold the same, absolutely, free from any right or claim of whatever kind. Obligor will execute and deliver such documents and take such other action as RZB deems necessary or advisable in order that any such sales may be made in compliance with law. Upon any such sales RZB shall have the right to deliver, assign and transfer to the purchaser thereof the Collateral so sold. Each purchaser at any such sales shall hold the Collateral so sold to it absolutely, free from any claim or right of whatever kind, including any equity or right of redemption of Obligor, and to the extent permitted by law, Obligor hereby specifically waives all rights of redemption, stay or appraisal which it has or may have under any law now existing or hereafter adopted. The notice (if any) of such sale required herein shall (i) in the case of a public sale, state the time and place fixed for such sale, and (ii) in the case of private sale, state the day after which such sale may be consummated. Any such public sale shall be held at such time or times within ordinary business hours and at such place or places as RZB may fix in the notice of such sale. Unless the Collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market, RZB will give Obligor reasonable notice of the time and place of any such public sale or of the time after which any private sale or any other intended disposition thereof is to be made, and Obligor agrees that five (5) days prior notice shall be deemed reasonable notice. At any such sale the Collateral may be sold in one lot as an entirety or in separate parcels, as RZB may determine. RZB shall not be obligated to make any such sale pursuant to any such notice. RZB may without notice or publication, adjourn any public or private sale or cause the same to be adjourned from time to time by announcement at the time and place fixed for the sale, and such sale may be made at any time or place to which the same may be so adjourned. In case of any sale of all or any part of Collateral on credit or for future delivery, the Collateral sold may be retained by RZB until the selling price is paid by the purchase purchaser thereof, but RZB shall not incur any liability in case of the failure of such purchaser to take up and pay for the Collateral so sold and, in case of any such failure, such Collateral may again be sold upon like notice. RZB, instead of exercising the power of sale herein conferred upon it, may proceed by a suit or suits at law or in equity to foreclose the security interests granted herein and sell the Collateral, or any portion thereof, under a judgment or decree of a court or courts of competent jurisdiction. e. For the purposes of enforcing any and all rights and remedies under this Agreement, RZB may (i) require Obligor to, and Obligor agrees that it will, at its expense and upon the request of RZB, forthwith assemble all or any part of the Collateral as directed by RZB and make it available at a place designated by RZB which is, in its opinion, reasonably convenient to RZB whether at the premises of Obligor or otherwise, (ii) to the extent permitted by applicable law, enter, with or without process of law and without breach of the peace, any premises where any of the Collateral is or may be located, and without charge or liability to it, sieze seize and remove such Collateral from such premises, (iii) have access to and use Obligor’s 's books and records relating to the Collateral and (iv) prior to the disposition of the Collateral, store or transfer it without charge in or by means of any storage or transportation facility owned or leased by Obligor or any other person, corporation or other entity, process, repair or recondition it or otherwise prepare it for disposition in any manner and to the extent RZB deems appropriate and, in connection with such preparation and disposition, use without charge any trademark, trade name, copyright, patent or technical process used by Obligor. f. If the Collateral consists in whole or in part of instruments or other investment property Instruments and RZB elects to sell or otherwise dispose of such instruments or other investment propertyInstruments, (i) Obligor will, if it controls the issuer of such instruments or other investment propertyInstruments, or it otherwise has the right to effect such registration, and if RZB deems such registration to be desirable, cause such instruments or other investment property Instruments to be registered under the Securities Act of 1933, as amended, and take all other action, including but not limited to complying with the “"blue sky” " or securities laws of the several states and delivering to RZB appropriate quantities of prospectuses, necessary or appropriate so as to permit the public sale or other disposition thereof by RZB in such jurisdictions as RZB may select, and indemnify, in the form then customary, all persons who are underwriters, statutory or otherwise, of such instruments or other investment property Instruments in connection with such sale or disposition, such indemnity, to the extent applicable to RZB, to be in addition to that afforded RZB under Section 10(c) hereof, and (ii) RZB may elect not to exercise its rights under clause (i) and in that event may, if in its judgment it shall be necessary or desirable so to do, restrict the number of prospective bidders so as to comply with the provisions of Section 5 of such Securities Act, and restrict such prospective bidders to persons who will represent and agree that they are purchasing the instruments or other investment property Instruments in question for their own account for investment and not with a view to the distribution or release of any thereof and who will further agree that such instruments or other investment property Instruments purchased by them may bear and an appropriate restrictive legend to that effect.