Sale; Incidents of Sale. The Grantors agree that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any Collateral, at least ten days’ notice to the Company of the time and place of any public Disposition or the time after which any private Disposition is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition of Collateral regardless of notice of Disposition having been given. The Collateral Agent may adjourn any public or private Disposition from time to time by announcement at the time and place fixed therefor, and such Disposition may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition of any of the Collateral made or caused to be made by the Collateral Agent, whether made under the power of Disposition hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law: (A) Any Secured Party, the Company, and any of the Company’s Affiliates (including any Grantor) may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Law, may hold and Dispose of such property; and (B) Pursuant to the power of attorney granted under Section 5.09(a), the Collateral Agent may, but shall not be obligated to, make all necessary deeds, bills of sale and instruments of assignment and transfer covering the Collateral Disposed of, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power.
Appears in 19 contracts
Samples: Security Agreement (El Paso Natural Gas Co), Credit Agreement (El Paso Corp/De), Credit Agreement (El Paso Natural Gas Co)
Sale; Incidents of Sale. The Grantors agree that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any Collateral, at least ten days’ notice to the Company of the time and place of any public Disposition or the time after which any private Disposition is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition of Collateral regardless of notice of Disposition having been given. The Collateral Agent may adjourn any public or private Disposition from time to time by announcement at the time and place fixed therefor, and such Disposition may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition of any of the Collateral made or caused to be made by the Collateral Agent, whether made under the power of Disposition hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law:
(A) Any Secured Party, the Company, and any of the Company’s Affiliates (including any Grantor) may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Law, may hold and Dispose of such property; and
(B) Pursuant to the power of attorney granted under Section 5.09(a1.02(a), the Collateral Agent may, but shall not be obligated to, make all necessary deeds, bills of sale and instruments of assignment and transfer covering the Collateral Disposed of, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power.
Appears in 2 contracts
Samples: Security Agreement (El Paso Natural Gas Co), Security Agreement (El Paso Corp/De)
Sale; Incidents of Sale. The Grantors agree In connection with any sale of any Collateral pursuant to a Remedies Notice, the Company agrees that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any CollateralLaw, at least ten days’ notice to the Company of the time and place of any public Disposition sale or the time after which any private Disposition sale is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition sale of Collateral regardless of notice of Disposition sale having been given. The Collateral Agent may adjourn any public or private Disposition sale from time to time by announcement at the time and place fixed therefor, and such Disposition sale may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition sale of any of the Collateral made or caused to be made by the Collateral AgentAgent in accordance with any Remedies Notice, whether made under the power of Disposition sale hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law:
(Aa) Any Creditor Party (including any Secured Party), the Company, the Parent and any of the Company’s Affiliates (including any Grantor) Affiliate thereof may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Lawsale, may hold and Dispose dispose of such property; and;
(Bb) Pursuant to the power of attorney granted under Section 5.09(a), the The Collateral Agent may, but shall not be obligated to, make and deliver to the purchaser or purchasers a good and sufficient deed, xxxx of sale and instrument of assignment and transfer covering the Collateral sold;
(c) The Collateral Agent, as the case may be, pursuant to the power of attorney granted pursuant to Section 5.15, may make all necessary deeds, bills of sale and instruments of assignment and transfer covering of the Collateral Disposed ofthus sold, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power; and
(d) Upon a sale of any Equity Interests in a Subsidiary of the Company pledged or assigned pursuant to Article V or substantially all of the Assets of any Grantor, whether made under the power of sale hereby given or pursuant to judicial proceedings, such Grantor shall permit, to the extent permitted by Applicable Law, the purchaser thereof and its successors and its or their permitted assigns to take and use the name of such Grantor and to carry on business under such name or any variant or variants thereof and to use and employ any and all other trade names and trademarks of such Grantor.
Appears in 1 contract
Samples: Security and Intercreditor Agreement (Allegheny Energy Supply Co LLC)
Sale; Incidents of Sale. The Grantors agree In connection with any sale of any Collateral by the Collateral Agent after an Event of Default has occurred and is continuing, the Grantor agrees that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any CollateralLaw, at least ten days’ notice to the Company Grantor of the time and place of any public Disposition sale or the time after which any private Disposition sale is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition sale of Collateral regardless of notice of Disposition sale having been given. The Collateral Agent may adjourn any public or private Disposition sale from time to time by announcement at the time and place fixed therefor, and such Disposition sale may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition sale of any of the Collateral made or caused to be made by the Collateral Agent, whether made under the power of Disposition sale hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law:
(Aa) Any Secured Party, the Company, and any of the Company’s Affiliates Creditor Party (including any Secured Party), the Grantor) , the Parent and any Affiliate thereof may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Lawsale, may hold and Dispose dispose of such property; and;
(Bb) Pursuant to the power of attorney granted under Section 5.09(a), the The Collateral Agent may, but shall not be obligated to, make and deliver to the purchaser or purchasers a good and sufficient deed, xxxx of sale and instrument of assignment and transfer covering the Collateral sold;
(c) The Collateral Agent, pursuant to the power of attorney granted pursuant to Section 5.15, may make all necessary deeds, bills of sale and instruments of assignment and transfer covering of the Collateral Disposed ofthus sold, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power; and
(d) Upon a sale of any Equity Interests in any Material Subsidiary pledged or assigned pursuant to Article V or substantially all of the Assets of the Grantor, whether made under the power of sale hereby given or pursuant to judicial proceedings, the Grantor shall permit, to the extent permitted by Applicable Law, the purchaser thereof and its successors and its or their permitted assigns to take and use the name of the Grantor and to carry on business under such name or any variant or variants thereof and to use and employ any and all other trade names and trademarks of the Grantor.
Appears in 1 contract
Sale; Incidents of Sale. The Grantors agree In connection with any sale of any Collateral, the Company agrees that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any CollateralLaw, at least ten days’ ' notice to the Company of the time and place of any public Disposition sale or the time after which any private Disposition sale is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition sale of Collateral regardless of notice of Disposition sale having been given. The Collateral Agent may adjourn any public or private Disposition sale from time to time by announcement at the time and place fixed therefor, and such Disposition sale may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition sale of any of the Collateral made or caused to be made by the Collateral Agent, whether made under the power of Disposition sale hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law:
(Aa) Any Creditor Party (including any Secured Party), the Company, the Parent and any of the Company’s Affiliates (including any Grantor) Affiliate thereof may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Lawsale, may hold and Dispose dispose of such property; and;
(Bb) Pursuant to the power of attorney granted under Section 5.09(a), the The Collateral Agent may, but shall not be obligated to, make and deliver to the purchaser or purchasers a good and sufficient deed, bill of sale and instrument of assignment and transfer covering the Collateral sold;
(c) The Collateral Agent, pursuant to the power of attorney granted pursuant to Section 5.15, may make all necessary deeds, bills of sale and instruments of assignment and transfer covering of the Collateral Disposed ofthus sold, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power; and
(d) Upon a sale of any Equity Interests in a Subsidiary of the Company pledged or assigned pursuant to Article V or substantially all of the Assets of any Grantor, whether made under the power of sale hereby given or pursuant to judicial proceedings, such Grantor shall permit, to the extent permitted by Applicable Law, the purchaser thereof and its successors and its or their permitted assigns to take and use the name of such Grantor and to carry on business under such name or any variant or variants thereof and to use and employ any and all other trade names and trademarks of such Grantor.
Appears in 1 contract
Samples: Amendment Agreement No. 3 and Consent (Allegheny Energy, Inc)
Sale; Incidents of Sale. The Grantors agree In connection with any sale of any Collateral by the Collateral Agent after an Event of Default has occurred and is continuing, the Grantor agrees that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any CollateralLaw, at least ten days’ ' notice to the Company Grantor of the time and place of any public Disposition sale or the time after which any private Disposition sale is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition sale of Collateral regardless of notice of Disposition sale having been given. The Collateral Agent may adjourn any public or private Disposition sale from time to time by announcement at the time and place fixed therefor, and such Disposition sale may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition sale of any of the Collateral made or caused to be made by the Collateral Agent, whether made under the power of Disposition sale hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law:
(Aa) Any Secured Party, the Company, and any of the Company’s Affiliates Creditor Party (including any Secured Party), the Grantor) , the Parent and any Affiliate thereof may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Lawsale, may hold and Dispose dispose of such property; and;
(Bb) Pursuant to the power of attorney granted under Section 5.09(a), the The Collateral Agent may, but shall not be obligated to, make and deliver to the purchaser or purchasers a good and sufficient deed, xxxx of sale and instrument of assignment and transfer covering the Collateral sold;
(c) The Collateral Agent, pursuant to the power of attorney granted pursuant to Section 5.15, may make all necessary deeds, bills of sale and instruments of assignment and transfer covering of the Collateral Disposed ofthus sold, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power; and
(d) Upon a sale of any Equity Interests in any Material Subsidiary pledged or assigned pursuant to Article V or substantially all of the Assets of the Grantor, whether made under the power of sale hereby given or pursuant to judicial proceedings, the Grantor shall permit, to the extent permitted by Applicable Law, the purchaser thereof and its successors and its or their permitted assigns to take and use the name of the Grantor and to carry on business under such name or any variant or variants thereof and to use and employ any and all other trade names and trademarks of the Grantor.
Appears in 1 contract
Sale; Incidents of Sale. The Grantors agree In connection with any sale of any Collateral pursuant to a Remedies Notice, the Company agrees that, to the extent notice of sale shall be required by Applicable Law with respect to the Disposition of any CollateralLaw, at least ten days’ ' notice to the Company of the time and place of any public Disposition sale or the time after which any private Disposition sale is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any Disposition sale of Collateral regardless of notice of Disposition sale having been given. The Collateral Agent may adjourn any public or private Disposition sale from time to time by announcement at the time and place fixed therefor, and such Disposition sale may, without further notice, be made at the time and place to which it was so adjourned. With respect to any Disposition sale of any of the Collateral made or caused to be made by the Collateral AgentAgent in accordance with any Remedies Notice, whether made under the power of Disposition sale hereby given or pursuant to judicial proceedings, to the extent permitted by Applicable Law:
(Aa) Any Creditor Party (including any Secured Party), the Company, the Parent and any of the Company’s Affiliates (including any Grantor) Affiliate thereof may bid for, and purchase, the Collateral offered for sale, and, upon compliance with the terms of sale and Applicable Lawsale, may hold and Dispose dispose of such property; and;
(Bb) Pursuant to the power of attorney granted under Section 5.09(a), the The Collateral Agent may, but shall not be obligated to, make and deliver to the purchaser or purchasers a good and sufficient deed, xxxx of sale and instrument of assignment and transfer covering the Collateral sold;
(c) The Collateral Agent, as the case may be, pursuant to the power of attorney granted pursuant to Section 5.15, may make all necessary deeds, bills of sale and instruments of assignment and transfer covering of the Collateral Disposed ofthus sold, and for that purpose the Collateral Agent may execute all necessary deeds, bills of sale and instruments of assignment and transfer, and may substitute one or more Persons with like power; and
(d) Upon a sale of any Equity Interests in a Subsidiary of the Company pledged or assigned pursuant to Article V or substantially all of the Assets of any Grantor, whether made under the power of sale hereby given or pursuant to judicial proceedings, such Grantor shall permit, to the extent permitted by Applicable Law, the purchaser thereof and its successors and its or their permitted assigns to take and use the name of such Grantor and to carry on business under such name or any variant or variants thereof and to use and employ any and all other trade names and trademarks of such Grantor.
Appears in 1 contract
Samples: Security and Intercreditor Agreement (Allegheny Energy Supply Co LLC)