SECTION _ CERTAIN REMEDIES Sample Clauses

SECTION _ CERTAIN REMEDIES. If any Event of Default shall have occurred and be continuing: ___ The Facility Agent may exercise in respect of the Collateral, in addition to other rights and remedies provided for herein or otherwise available to it, all the rights and remedies of a secured party on default under the U.C.C. (whether or not the U.C.C. applies to the affected Collateral) and also may, without notice except as specified below, sell the Collateral or any part thereof in one or more parcels at public or private sale, at any of the Facility Agent's offices or elsewhere, for cash, on credit or for future delivery, and upon such other terms as the Facility Agent may deem commercially reasonable. The Pledgor agrees that, to the extent notice of sale shall be required by law, at least ten days' prior notice to the Pledgor of the time and place of any public sale or the time after which any private sale is to be made shall constitute reasonable notification. The Facility Agent shall not be obligated to make any sale of Collateral regardless of notice of sale having been given. The Facility Agent may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned. ___ The Facility Agent may __ transfer all or any part of the Collateral into the name of the Facility Agent or its nominee, with or without disclosing that such Collateral is subject to the lien and security interest hereunder, __ notify the parties obligated on any of the Collateral to make payment to the Facility Agent of any amount due or to become due thereunder, __ enforce collection of any of the Collateral by suit or otherwise, and surrender, release or exchange all or any part thereof, or compromise or extend or renew for any period (whether or not longer than the original period) any obligations of any nature of any party with respect thereto, __ endorse any checks, drafts, or other writings in the Pledgor's name to allow collection of the Collateral, __ take control of any proceeds of the Collateral, and __ execute (in the name, place and stead of the Pledgor) endorsements, assignments, stock powers and other instruments of conveyance or transfer with respect to all or any of the Collateral.
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SECTION _ CERTAIN REMEDIES. Each Seller hereby specifically acknowledges ---------------- and agrees that (a) each provision of Sections 7.13, 7.14 and 7.15 hereof is reasonable and necessary to ensure that Purchaser receives the expected benefits of acquiring the Stock, (b) Purchaser has refused to enter into this Agreement in the absence of each provision of Sections 7.13, 7.14 and 7.15 hereof, and (c) violation of any provision of Sections 7.13 or 7.14 hereof will harm Purchaser to such an extent that monetary damages alone would be an inadequate remedy. Therefore, in the event of any violation by such Seller of any provision of Sections 7.13 or 7.14 hereof, (i) Purchaser (in addition to all other remedies Purchaser may have) shall be entitled to seek a temporary restraining order, injunction and other equitable relief restraining such Seller from committing or continuing such violation and (ii) in the case of any violation of Section 7.13(a), (b), (c) or (d) hereof, the duration of the Non-Compete Period shall be extended beyond its then-scheduled termination date for a period equal to the duration of the violation with respect to such Seller; provided, however, that -------- ------- Purchaser shall only be permitted to seek remedies for the violation of any provision of Sections 7.13 or 7.14 hereof against such Seller that is in breach of such provision (and not against all Sellers jointly and severally). If any provision or application of Sections 7.13, 7.14 or 7.15 is held unlawful or unenforceable in any respect, Sections 7.13, 7.14 or 7.15 shall be revised or applied in a manner that renders it lawful and enforceable to the fullest extent possible.
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SECTION _ CERTAIN REMEDIES. If any Event of Default shall have occurred and be continuing:
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Related to SECTION _ CERTAIN REMEDIES

  • Certain Remedies If any Event of Default shall have occurred and be continuing:

  • Waivers; Remedies The observance of any term of this agreement may be waived (either generally or in a particular instance and either retroactively or prospectively) by the party or parties entitled to enforce such term, but any such waiver shall be effective only if in writing signed by the party or parties against which such waiver is to be asserted. Except as otherwise provided herein, no failure or delay of any party in exercising any power or right under this agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, preclude any other further exercise thereof or the exercise of any other right or power.

  • Amendments; No Waivers; Remedies (a) This Agreement cannot be amended, except by a writing signed by each party, and cannot be terminated orally or by course of conduct. No provision hereof can be waived, except by a writing signed by the party against whom such waiver is to be enforced, and any such waiver shall apply only in the particular instance in which such waiver shall have been given.

  • Entire Agreement; Modifications and Waivers; Cumulative Remedies This Agreement supersedes any existing letter of intent between the parties, constitutes the entire agreement among the parties hereto and may not be modified or amended except by instrument in writing signed by the parties hereto, and no provisions or conditions may be waived other than by a writing signed by the party waiving such provisions or conditions. No delay or omission in the exercise of any right or remedy accruing to Contributor or Acquirer upon any breach under this Agreement shall impair such right or remedy or be construed as a waiver of any such breach theretofore or thereafter occurring. The waiver by Contributor or Acquirer of any breach of any term, covenant, or condition herein stated shall not be deemed to be a waiver of any other breach, or of a subsequent breach of the same or any other term, covenant, or condition herein contained. All rights, powers, options, or remedies afforded to Contributor or Acquirer either hereunder or by law shall be cumulative and not alternative, and the exercise of one right, power, option, or remedy shall not bar other rights, powers, options, or remedies allowed herein or by law, unless expressly provided to the contrary herein.

  • Waivers and Remedies The waiver by any of the parties hereto of any other party's prompt and complete performance, or breach or violation, of any provision of this Agreement shall not operate nor be construed as a waiver of any subsequent breach or violation, and the waiver by any of the parties hereto to exercise any right or remedy which it may possess hereunder shall not operate nor be construed as a bar to the exercise of such right or remedy by such party upon the occurrence of any subsequent breach or violation.

  • Specific Remedies Upon the occurrence of any Event of Default:

  • WAIVER AND CUMULATIVE REMEDIES One or more waivers by Landlord or Tenant of any breach of any term, covenant or condition contained in this Lease shall not be a waiver of any subsequent breach of the same or any other term, covenant or condition. Consent to any act by one of the parties shall not be deemed to render unnecessary the obtaining of that party's consent to any subsequent act. No breach by Tenant of this Lease shall be deemed to have been waived by Landlord unless the waiver is in a writing signed by Landlord. The rights and remedies of Landlord under this Lease shall be cumulative and in addition to any and all other rights and remedies which Landlord may have.

  • UCC Remedies (a) Upon the occurrence of and during the continuance of an Event of Default under this Agreement or the other Financing Documents, Agent, in addition to all other rights, options, and remedies granted to Agent under this Agreement or at law or in equity, may exercise, either directly or through one or more assignees or designees, all rights and remedies granted to it under all Financing Documents and under the UCC in effect in the applicable jurisdiction(s) and under any other applicable law; including, without limitation:

  • WAIVERS, AMENDMENTS AND REMEDIES No delay or omission of the Administrative Agent or any Holder of Secured Obligations to exercise any right or remedy granted under this Security Agreement shall impair such right or remedy or be construed to be a waiver of any Default or an acquiescence therein, and any single or partial exercise of any such right or remedy shall not preclude any other or further exercise thereof or the exercise of any other right or remedy. No waiver, amendment or other variation of the terms, conditions or provisions of this Security Agreement whatsoever shall be valid unless in writing signed by the Administrative Agent with the concurrence or at the direction of the Lenders required under Section 8.2 of the Credit Agreement and each Grantor, and then only to the extent in such writing specifically set forth, provided that the addition of any Domestic Subsidiary as a Grantor hereunder by execution of a Security Agreement Supplement in the form of Annex I (with such modifications as shall be acceptable to the Administrative Agent) shall not require receipt of any consent from or execution of any documentation by any other Grantor party hereto. All rights and remedies contained in this Security Agreement or by law afforded shall be cumulative and all shall be available to the Administrative Agent and the Holders of Secured Obligations until the Secured Obligations have been paid in full.

  • Waiver; Remedies No failure on the part of Purchaser to exercise, and no delay in exercising, any right under this Guaranty shall operate as a waiver, nor shall any single or partial exercise of any right under this Guaranty preclude any other or further exercise of any other right. The remedies provided in this Guaranty are cumulative and not exclusive of any remedies provided by law or equity. In the event that Merchant fails to perform any obligation under the Agreement, Purchaser may enforce its rights under this Guaranty without first seeking to obtain performance for such default from Merchant or any other guarantor.

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