Sharing of Information and Access. In the event that the ABL Agent shall, in the exercise of its rights under the ABL Collateral Documents or otherwise, receive possession or control of any books and Records of any Term Credit Party which contain information identifying or pertaining to the Term Priority Collateral, the ABL Agent shall, upon request from the Term Agent and as promptly as practicable thereafter, either make available to the Term Agent such books and Records for inspection and duplication or provide to the Term Agent copies thereof. In the event that the Term Agent shall, in the exercise of its rights under the Term Collateral Documents or otherwise, receive possession or control of any books and records of any ABL Credit Party which contain information identifying or pertaining to any of the ABL Priority Collateral, the Term Agent shall, upon request from the ABL Agent and as promptly as practicable thereafter, either make available to the ABL Agent such books and records for inspection and duplication or provide the ABL Agent copies thereof. In the event that the Term Agent shall, in the exercise of its rights under the Term Collateral Documents or otherwise, obtain title to any Intellectual Property previously owned by any of the ABL Credit Parties, the Term Agent hereby irrevocably grants the ABL Agent a non-exclusive license or other right to use, without charge, such Intellectual Property as it pertains to the ABL Priority Collateral in advertising for sale and selling any ABL Priority Collateral.
Appears in 2 contracts
Samples: Intercreditor Agreement (Hertz Corp), Intercreditor Agreement (Progress Precision Inc.)
Sharing of Information and Access. (a) In the event that the ABL Agent shall, in the exercise of its rights under the ABL Collateral Documents or otherwise, receive possession or control of any books and Records records of any Term Credit Loan Party which contain information identifying or pertaining to the Term Priority Collateral, the ABL Agent shall, upon request from the Term Agent and as promptly as practicable thereafter, either make available to the Term Agent such books and Records records for inspection and duplication or provide to the Term Agent copies thereof. In the event that the Term Agent shall, in the exercise of its rights under the Term Collateral Documents or otherwise, receive possession or control of any books and records of any ABL Credit Loan Party which contain information identifying or pertaining to any of the ABL Priority Collateral, the Term Agent shall, upon request from the ABL Agent and as promptly as practicable thereafter, either make available to the ABL Agent such books and records for inspection and duplication or provide the ABL Agent copies thereof. In .
(b) Each Agent upon the event written request of the other Agent shall provide such Agent with copies of Loan Documents, other than any fee letters and all amendments thereto, provided that the Term Agent shall, in the exercise of its rights under the Term Collateral failure to provide such Loan Documents or otherwise, obtain title to Amendments shall impose no liability on any Intellectual Property previously owned by any of the ABL Credit Parties, the Term Agent hereby irrevocably grants the ABL Agent a non-exclusive license or other right to use, without charge, such Intellectual Property as it pertains to the ABL Priority Collateral in advertising for sale and selling any ABL Priority CollateralAgent.
Appears in 2 contracts
Samples: Abl Credit Agreement (Overseas Shipholding Group Inc), Term Loan Credit Agreement (Overseas Shipholding Group Inc)
Sharing of Information and Access. In the event that the ABL Revolving Collateral Agent shall, in the exercise of its rights under the ABL Collateral Documents or otherwise, receive possession or control of any books and Records of any Term Credit Party which contain information identifying or pertaining to the Term Priority Collateral, the ABL Agent shall, upon request from the Term Agent and as promptly as practicable thereafter, either make available to the Term Agent such books and Records for inspection and duplication or provide to the Term Agent copies thereof. In the event that the Term Agent shall, in the exercise of its rights under the Term Revolving Collateral Documents or otherwise, receive possession or control of any books and records of any Grantor which contain information identi- fying or pertaining to the Notes Priority Collateral, the ABL Credit Party Revolving Collateral Agent shall to the ex- tent permitted by applicable law, upon written request from any Term Agent and as promptly as practica- ble thereafter, either make available to the Term Agents such books and records for inspection and dupli- cation or provide to the Term Agents copies thereof. In the event that any Term Agent shall, in the exer- cise of its rights under the Notes Collateral Documents or otherwise, receive possession or control of any books and records of any Grantor which contain information identifying or pertaining to any of the ABL Revolving Priority Collateral, the Term Agent shallAgents shall to the extent permitted by applicable law, upon writ- ten request from the ABL Revolving Collateral Agent and as promptly as practicable thereafter, either make available to the ABL Revolving Collateral Agent such books and records for inspection and duplication dupli- cation or provide the ABL Revolving Collateral Agent copies thereof. In the event that the Term Agent shall, in the exercise of its rights under the Term Collateral Documents or otherwise, obtain title to any Intellectual Property previously owned by any of the ABL Credit Parties, the Term Agent hereby irrevocably grants the ABL Agent a non-exclusive license or other right to use, without charge, such Intellectual Property as it pertains to the ABL Priority Collateral in advertising for sale and selling any ABL Priority Collateral.
Appears in 1 contract
Samples: Indenture