Rights and Remedies of the Holders Clause Samples
Rights and Remedies of the Holders. In the event of an Event of Default under the Notes or the other Note Documents, or any of them, that is continuing (it being understood that, except as specifically provided in Section 11 of the Note Purchase Agreement, the Holders have no obligation to accept cure after an Event of Default occurs), the Holders shall have the right to enforce their rights, powers and remedies thereunder or hereunder or under any other Note Document, in any order, and all rights, powers and remedies available to the Holders in such event shall be nonexclusive and cumulative of all other rights, powers and remedies provided thereunder or hereunder or by law or in equity. Accordingly, the Guarantors hereby authorize and empower the Holders upon the occurrence and during the continuance of any Event of Default under the Notes or the other Note Documents, at their sole discretion, and without notice to the Guarantors or any other Person (except to the extent specifically required under a Note Document or by operation of law), to exercise any right or remedy which the Holders may have, including, but not limited to, foreclosure, exercise of rights of power of sale, acceptance of a deed or an assignment in lieu of foreclosure, appointment of a receiver or exercise of remedies against personal property, as to any security, whether real, personal or intangible. At any public or private sale of any security or collateral for any of the Obligations guaranteed hereby, whether by foreclosure or otherwise, any Holder may, in its discretion, purchase all or any part of such security or collateral so sold or offered for sale for its own account and may apply against the amount bid therefor all or any part of the balance due it pursuant to the terms of the Notes or any other Note Document without prejudice to such Holders’ remedies hereunder against the Guarantors for deficiencies. If the Obligations guaranteed hereby are partially paid by reason of the election of any Holder to pursue any of the remedies available to such Holder, or if such Obligations are otherwise partially paid, this Guaranty shall nevertheless remain in full force and effect, and the Guarantors shall remain liable for the entire balance of the Obligations guaranteed hereby even though any rights which the Guarantors may have against the Issuer or any other Person may be destroyed or diminished by the exercise of any such remedy.
Rights and Remedies of the Holders. The various provisions set forth herein are for the benefit of the Holders of the Series 1 Senior Preferred and shall be enforceable by them, including by one or more actions for specific performance. The Corporation acknowledges that the subject matter of this Article XI is unique and that the Holders would be damaged irreparably in the event that any of the provisions of this Article XI are not performed in accordance with their specific terms or otherwise are breached, and that remedies at law would not be adequate to compensate such other parties not in default or in breach. Accordingly, the Corporation agrees that the Holders shall be entitled to an injunction or injunctions to prevent breaches of the provisions of this Article XI and to enforce specifically the terms and provisions of this Article XI in addition to any other remedy to which they may be entitled, at law or in equity. The Corporation waives any defense that a remedy at law is adequate and any requirement to post bond or provide similar security in connection with actions instituted for injunctive relief or specific performance of this Article XI. Except as expressly set forth herein, all remedies available under this Article XI, at law, in equity or otherwise, shall be deemed cumulative and not alternative or exclusive of other remedies. The exercise by any Holder of the Series 1 Senior Preferred of a particular remedy shall not preclude the exercise of any other remedy.