Common use of Rights and Remedies upon a Default or an Event of Default Clause in Contracts

Rights and Remedies upon a Default or an Event of Default. a. Upon the occurrence and during the continuance of a Default or an Event of Default each Lender may cease making Loans. Upon the occurrence and during the continuance of any Event of Default, Agent may, or, at the discretion of Required Lenders, shall take any or all of the following actions: (i) declare all Obligations to be immediately due and payable (except with respect to any Event of Default set forth in Section 10.1(g), in which case all Obligations shall automatically become immediately due and payable without the necessity of any action, decision, notice or demand) without presentment, demand, protest or any other action or obligation of Agent or any Lender, and (ii) immediately terminate this Agreement and the Commitments hereunder. b. Upon acceleration of the Obligations as provided in clause (a), Agent may, or at the direction of Required Lenders, shall at any time, and from time to time, take any and all such action as Agent may elect to enforce any and all rights and interests created and existing under the Credit Documents, or arising under applicable law, including without limitation, all rights and remedies existing under the Security Documents, all rights of setoff and the following rights (the enumeration of any such rights not intended to be exhaustive and the exercise of any right shall not preclude the exercise of any other rights): (i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including, without limitation, the right to notify the United States postal authorities to redirect mail addressed to Borrowers or to an address designated by Agent); or (ii) By its own means or with judicial assistance, enter any or all of Borrowers’ premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises, without any liability for rent, storage, utilities or other sums, and Borrowers shall not resist or interfere with such action, or take any other action permitted to be taken by a secured party under the Code; or (iii) Require Borrowers at Borrowers’ expense to assemble all or any part of the Collateral and make it available to Agent at any place designated by Agent; or (iv) The right to modify the terms and conditions upon which Lenders may be willing to consider making further Loans. c. Borrowers agree that a notice received by them at least 10 days before the time of any intended public sale or of the time, after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable Inventory or other Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Agent without prior notice to Borrowers. Borrowers covenant and agree not to interfere with or impose any obstacle to Agent’s exercise of its rights and remedies hereunder with respect to the Collateral. Agent shall have no obligation to clean up or prepare the Collateral for sale. If Agent sells any of the Collateral upon credit, Borrowers will only be credited with payments actually made by the purchaser that are received by Agent and applied to the Obligations. Agent may, in connection with any sale of the Collateral, specifically disclaim any warranties of title or the like.

Rights and Remedies upon a Default or an Event of Default. a. (a) Upon the occurrence and during the continuance of a Default or an Event of Default each Lender may cease making Loans. Upon the occurrence and during the continuance of any Event of Default, Agent may, or, at the discretion of Required Lenders, shall Lender may take any or all of the following actions: (i) declare all Obligations to be immediately due and payable (except with respect to any Event of Default set forth in Section 10.1(g), 11.1(f) in which case all Obligations shall automatically become immediately due and payable without the necessity of any action, decision, notice or demand) without presentment, demand, protest or any other action or obligation of Agent or any Lender, and (ii) immediately terminate this Agreement and the Commitments hereunder. b. (b) Upon acceleration of the Obligations as provided in clause (a)Obligations, Agent may, or at the direction of Required Lenders, shall Lender may at any time, and from time to time, take any and all such action as Agent Lender may elect to enforce any and all rights and interests created and existing under the Credit Loan Documents, or arising under applicable law, including without limitation, all rights and remedies existing under the Security Documents, all rights of setoff and the following rights (the enumeration of any such rights not intended to be exhaustive and the exercise of any right shall not preclude the exercise of any other rights): (i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including, without limitation, the right to notify the United States postal authorities to redirect mail addressed to Borrowers Borrower or to an address designated by AgentLender); or (ii) By its own means or with judicial assistance, enter any or all of Borrowers’ Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises, without any liability to Borrower for rent, storage, utilities or other sums, and Borrowers Borrower shall not resist or interfere with such action, or take any other action permitted to be taken by a secured party under the Code; or (iii) Require Borrowers Borrower at Borrowers’ Borrower’s expense to assemble all or any part of the Collateral and make it available to Agent Lender at any place designated by Agent; orLender. (ivc) The right to modify the terms and conditions upon which Lenders may be willing to consider making further Loans. c. Borrowers agree Borrower agrees that a notice received by them it at least 10 days before the time of any intended public sale or of the time, after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable Inventory or other Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Agent Lender without prior notice to BorrowersBorrower. Borrowers covenant Borrower covenants and agree agrees not to interfere with or impose any obstacle to AgentLender’s exercise of its rights and remedies hereunder with respect to the Collateral. Agent Lender shall have no obligation to clean up or prepare the Collateral for salesale except as is required by applicable law. If Agent Lender sells any of the Collateral upon credit, Borrowers Borrower will only be credited with payments actually made by the purchaser that are received by Agent Lender and applied to the Obligations. Agent may, Lender may in connection with any sale of the Collateral, Collateral specifically disclaim any warranties of title or the like.

Rights and Remedies upon a Default or an Event of Default. a. (a) Upon the occurrence and during the continuance of a Default or an Event of Default each Lender may cease making Loans. Upon the occurrence and during the continuance of any Event of Default, Agent may, or, at any obligation of Lender to make Advances under the discretion of Required Lenders, Term Loan shall immediately terminate and Lender may take any or all of the following actions: (i) declare all Obligations to be immediately due and payable (except with respect to any Event of Default set forth in Section 10.1(g), 11.1(f) in which case all Obligations shall automatically become immediately due and payable without the necessity of any action, decision, notice or demand) without presentment, demand, protest or any other action or obligation of Agent or any Lender, and (ii) immediately terminate this Agreement and the Commitments hereunder. b. (b) Upon acceleration of the Obligations as provided in clause (a)Obligations, Agent may, or at the direction of Required Lenders, shall Lender may at any time, and from time to time, take any and all such action as Agent Lender may elect to enforce any and all rights and interests created and existing under the Credit Loan Documents, or arising under applicable law, including without limitation, all rights and remedies existing under the Security Documents, all rights of setoff and the following rights (the enumeration of any such rights not intended to be exhaustive and the exercise of any right shall not preclude the exercise of any other rights): (i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including, without limitation, the right to notify the United States postal authorities to redirect mail addressed to Borrowers Borrower or to an address designated by Agent); orLender);or (ii) By its own means or with judicial assistance, enter any or all of Borrowers’ Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises, without any liability to Borrower for rent, storage, utilities or other sums, and Borrowers Borrower shall not resist or interfere with such action, or take any other action permitted to be taken by a secured party under the Code; or (iii) Require Borrowers Borrower at Borrowers’ Borrower’s expense to assemble all or any part of the Collateral and make it available to Agent Lender at any place designated by Agent; orLender. (ivc) The right to modify the terms and conditions upon which Lenders may be willing to consider making further Loans. c. Borrowers agree Borrower agrees that a notice received by them it at least 10 days before the time of any intended public sale or of the time, after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable Inventory or other Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Agent Lender without prior notice to BorrowersBorrower. Borrowers covenant Borrower covenants and agree agrees not to interfere with or impose any obstacle to AgentLender’s exercise of its rights and remedies hereunder with respect to the Collateral. Agent Lender shall have no obligation to clean up or prepare the Collateral for salesale except as is required by applicable law. If Agent Lender sells any of the Collateral upon credit, Borrowers Borrower will only be credited with payments actually made by the purchaser that are received by Agent Lender and applied to the Obligations. Agent may, Lender may in connection with any sale of the Collateral, Collateral specifically disclaim any warranties of title or the like.

Rights and Remedies upon a Default or an Event of Default. a. (a) Upon the occurrence and during the continuance of a Default or an Event of Default each Lender may cease making Loans. Upon the occurrence and during the continuance of any Event of Default, Agent may, or, at any obligation of Lender to make loan advances under the discretion of Required Lenders, Credit Line shall terminate and Lender may take any or all of the following actions: (i) declare all Obligations to be immediately due and payable (except with respect to any Event of Default set forth in Section 10.1(g), 11.1(f) in which case all Obligations shall automatically become immediately due and payable without the necessity of any action, decision, notice or demand) without presentment, demand, protest or any other action or obligation of Agent or any Lender, and (ii) immediately terminate this Agreement and the Commitments hereunder. b. (b) Upon acceleration of the Obligations as provided in clause (a)Obligations, Agent may, or at the direction of Required Lenders, shall Lender may at any time, and from time to time, take any and all such action as Agent Lender may elect to enforce any and all rights and interests created and existing under the Credit Loan Documents, or arising under applicable law, including without limitation, all rights and remedies existing under the Security Documents, all rights of setoff and the following rights (the enumeration of any such rights not intended to be exhaustive and the exercise of any right shall not preclude the exercise of any other rights): (i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including, without limitation, the right to notify the United States postal authorities to redirect mail addressed to Borrowers Borrower or to an address designated by Agent); orLender);or (ii) By its own means or with judicial assistance, enter any or all of Borrowers’ Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises, without any liability to Borrower for rent, storage, utilities or other sums, and Borrowers Borrower shall not resist or interfere with such action, or take any other action permitted to be taken by a secured party under the Code; or (iii) Require Borrowers Borrower at Borrowers’ Borrower’s expense to assemble all or any part of the Collateral and make it available to Agent Lender at any place designated by Agent; orLender. (ivc) The right to modify the terms and conditions upon which Lenders may be willing to consider making further Loans. c. Borrowers agree Borrower agrees that a notice received by them it at least 10 days before the time of any intended public sale or of the time, after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable Inventory or other Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Agent Lender without prior notice to BorrowersBorrower. Borrowers covenant Borrower covenants and agree agrees not to interfere with or impose any obstacle to AgentLender’s exercise of its rights and remedies hereunder with respect to the Collateral. Agent Lender shall have no obligation to clean up or prepare the Collateral for salesale except as is required by applicable law. If Agent Lender sells any of the Collateral upon credit, Borrowers Borrower will only be credited with payments actually made by the purchaser that are received by Agent Lender and applied to the Obligations. Agent may, Lender may in connection with any sale of the Collateral, Collateral specifically disclaim any warranties of title or the like.