Upon Event of Default. If any Event of Default occurs and is continuing, the Lender may take any or all of the following actions: (a) declare the Commitments to be terminated, whereupon the Commitments shall be terminated; (b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other Loan Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the Borrowers; (c) require that the Borrowers Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and (d) exercise all rights and remedies available to it under the Loan Documents; provided, however, that upon the occurrence of an actual or deemed entry of an order for relief with respect to any Borrower under the Bankruptcy Code of the United States, the obligation of the Lender to make Loans and make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts as aforesaid shall automatically become due and payable, and the obligation of the Borrowers to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the Lender. The Lender may, at any time and from time to time after the initial deposit of Cash Collateral pursuant to Section 9.02(c), require that the Borrowers provide additional Cash Collateral (and the Borrowers shall, from time to time after the initial deposit of Cash Collateral, provide such additional Cash Collateral) in an amount not to exceed 105% of the Outstanding Amount of such L/C Obligations, in order to protect against the results of exchange rate fluctuations.
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Samples: Credit Agreement (Wd 40 Co), Credit Agreement (Wd 40 Co)
Upon Event of Default. If any Event of Default occurs and is continuing, the Lender may Administrative Agents shall, at the request of, or may, with the consent of, the Required Lenders, take any or all of the following actions:
(a) declare the Commitments commitment of each Lender to make Loans and any obligation of each L/C Issuer to make L/C Credit Extensions to be terminated, whereupon the Commitments such commitments and obligation shall be terminated;
(b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other Loan Credit Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the Borrowerseach Borrower;
(c) require that the Borrowers Parent Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and
(d) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Credit Documents; provided, however, that upon the occurrence of an actual or deemed entry of an order for relief with respect to any a Borrower under the Bankruptcy Code of the United StatesStates or any other Debtor Relief Law, the obligation of the each Lender to make Loans and any obligation of each L/C Issuer to make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts as aforesaid shall automatically become due and payable, and the obligation of the Borrowers Parent Borrower to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the any Administrative Agent or any Lender. The Lender may, at any time and from time to time after the initial deposit of Cash Collateral pursuant to Section 9.02(c), require that the Borrowers provide additional Cash Collateral (and the Borrowers shall, from time to time after the initial deposit of Cash Collateral, provide such additional Cash Collateral) in an amount not to exceed 105% of the Outstanding Amount of such L/C Obligations, in order to protect against the results of exchange rate fluctuations.
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Samples: Cdor Transition Amendment (Graybar Electric Co Inc), Credit Agreement (Graybar Electric Co Inc)
Upon Event of Default. If any Event of Default occurs and is continuing, the Lender may Administrative Agents shall, at the request of, or may, with the consent of, the Required Lenders, take any or all of the following actions: 104
(a) declare the Commitments commitment of each Lender to make Loans and any obligation of each L/C Issuer to make L/C Credit Extensions to be terminated, whereupon the Commitments such commitments and obligation shall be terminated;
(b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other Loan Credit Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the Borrowerseach Borrower;
(c) require that the Borrowers Parent Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and
(d) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Credit Documents; provided, however, that upon the occurrence of an actual or deemed entry of an order for relief with respect to any a Borrower under the Bankruptcy Code of the United StatesStates or any other Debtor Relief Law, the obligation of the each Lender to make Loans and any obligation of each L/C Issuer to make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts as aforesaid shall automatically become due and payable, and the obligation of the Borrowers Parent Borrower to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the any Administrative Agent or any Lender. The Lender may, at any time and from time to time after the initial deposit of Cash Collateral pursuant to Section 9.02(c), require that the Borrowers provide additional Cash Collateral (and the Borrowers shall, from time to time after the initial deposit of Cash Collateral, provide such additional Cash Collateral) in an amount not to exceed 105% of the Outstanding Amount of such L/C Obligations, in order to protect against the results of exchange rate fluctuations.
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Upon Event of Default. If any Event of Default occurs and is continuing, the Lender may Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, take any or all of the following actions: :
(a) declare the Commitments commitment of each Lender to make Loans to be terminated, whereupon the Commitments such commitments and obligation shall be terminated;
(b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, thereon and all other amounts (including any repayment premium and exit fees) owing or payable hereunder or under any other Loan Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the BorrowersLoan Parties; and
(c) require that exercise on behalf of itself and the Borrowers Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and
(d) exercise Lenders all rights and remedies available to it and the Lenders under the Loan Documents; provided, however, that that, upon the occurrence of an actual or deemed entry of an order for relief with respect to any the Borrower under the Bankruptcy Code of the United StatesStates or any other Debtor Relief Law, the obligation of the each Lender to make Loans and make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts (including any repayment premium and exit fees) as aforesaid shall automatically become due and payable, and the obligation of the Borrowers to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the Administrative Agent or any Lender. The Lender mayIf the Obligations are accelerated for any reason, at any time and from time to time after the initial deposit of Cash Collateral pursuant to repayment premium required by Section 9.02(c), require that the Borrowers provide additional Cash Collateral (2.03(d) and the Borrowers shallexit fee required by Section 2.07(b) will also be due and payable as though such Obligations were voluntarily prepaid and any discount on the Loans shall be deemed earned in full and, from time to time after the initial deposit of Cash Collateralin each case, provide such additional Cash Collateral) in an amount not to exceed 105% shall constitute part of the Outstanding Amount of such L/C Obligations, in order view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to protect against a reasonable calculation of each Xxxxxx’s lost profits as a result thereof. Any repayment premium required by Section 2.03(d) and any exit fee required by Section 2.07(b) payable pursuant to the results preceding sentence shall be presumed to be the liquidated damages sustained by each Lender as the result of exchange rate fluctuationsthe early termination and the Borrower and the other Loan Parties agree that it is reasonable under the circumstances currently existing. The repayment premium required by Section 2.03(d) and the exit fee required by Section 2.07(b) shall also be payable and any discount on the Loans shall be deemed earned in full, in each case, in the event that the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE BORROWER AND THE OTHER LOAN PARTIES EXPRESSLY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FOREGOING REPAYMENT PREMIUM, EXIT FEE AND ANY DISCOUNT ON THE LOANS IN CONNECTION WITH ANY SUCH ACCELERATION. The Borrower and the other Loan Parties expressly agree that (i) the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans provided for herein is reasonable and is the product of an arm’s length transaction between sophisticated business people, ably represented by counsel, (ii) the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans shall be payable notwithstanding the then prevailing market rates at the time payment is made, (iii) there has been a course of conduct between the Lenders and the Borrower and the other Loan Parties giving specific consideration in this transaction for such agreement to pay the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans, (iv) the Borrower and the other Loan Parties shall be estopped hereafter from claiming differently than as agreed to in this paragraph and (v) the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans represent a good faith, reasonable estimate and calculation of the lost profits or damages of the Lenders and that it would be impractical and extremely difficult to ascertain the actual amount of damages to the Lenders or profits lost by the Lenders as a result of any early termination. The Borrower and the other Loan Parties expressly acknowledge that their agreement to pay the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans to the Lenders as herein described is a material inducement to the Lenders to make the Loans hereunder.
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Upon Event of Default. If any Event of Default occurs and is continuing, the Lender may Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, take any or all of the following actions: :
(a) declare the Commitments commitment of each Lender to make Loans to be terminated, whereupon the Commitments such commitments and obligation shall be terminated; ;
(b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, thereon and all other amounts (including any repayment premium and exit fees) owing or payable hereunder or under any other Loan Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the BorrowersLoan Parties; and
(c) require that exercise on behalf of itself and the Borrowers Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and
(d) exercise Lenders all rights and remedies available to it and the Lenders under the Loan Documents; provided, however, that that, upon the occurrence of an actual or deemed entry of an order for relief with respect to any the Borrower under the Bankruptcy Code of the United StatesStates or any other Debtor Relief Law, the obligation of the each Lender to make Loans and make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts (including any repayment premium and exit fees) as aforesaid shall automatically become due and payable, and the obligation of the Borrowers to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the Administrative Agent or any Lender. The Lender mayIf the Obligations are accelerated for any reason, at any time and from time to time after the initial deposit of Cash Collateral pursuant to repayment premium required by Section 9.02(c), require that the Borrowers provide additional Cash Collateral (2.03(d) and the Borrowers shallexit fee required by Section 2.07(b) will also be due and payable as though such Obligations were voluntarily prepaid and any discount on the Loans shall be deemed earned in full and, from time to time after the initial deposit of Cash Collateralin each case, provide such additional Cash Collateral) in an amount not to exceed 105% shall constitute part of the Outstanding Amount of such L/C Obligations, in order view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to protect against a reasonable calculation of each Xxxxxx’s lost profits as a result thereof. Any repayment premium required by Section 2.03(d) and any exit fee required by Section 2.07(b) payable pursuant to the results preceding sentence shall be presumed to be the liquidated damages sustained by each Lender as the result of exchange rate fluctuationsthe early termination and the Borrower and the other Loan Parties agree that it is reasonable under the circumstances currently existing. The repayment premium required by Section 2.03(d) and the exit fee required by Section 2.07(b) shall also be payable and any discount on the Loans shall be deemed earned in full, in each case, in the event that the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE BORROWER AND THE OTHER LOAN PARTIES EXPRESSLY WAIVE THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FOREGOING REPAYMENT PREMIUM, EXIT FEE AND ANY DISCOUNT ON THE LOANS IN CONNECTION WITH ANY SUCH ACCELERATION. The Borrower and the other Loan Parties expressly agree that (i) the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans provided for herein is reasonable and is the product of an arm’s length transaction between sophisticated business people, ably represented by counsel, (ii) the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans shall be payable notwithstanding the then prevailing market rates at the time payment is made, (iii) there has been a course of conduct between the Lenders and the Borrower and the other Loan Parties giving specific consideration in this transaction for such agreement to pay the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans, (iv) the Borrower and the other Loan Parties shall be estopped hereafter from claiming differently than as agreed to in this paragraph and (v) the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans represent a good faith, reasonable estimate and calculation of the lost profits or damages of the Lenders and that it would be impractical and extremely difficult to ascertain the actual amount of damages to the Lenders or profits lost by the Lenders as a result of any early termination. The Borrower and the other Loan Parties expressly acknowledge that their agreement to pay the repayment premium required by Section 2.03(d), the exit fee required by Section 2.07(b) and any discount on the Loans to the Lenders as herein described is a material inducement to the Lenders to make the Loans hereunder.
Appears in 1 contract
Upon Event of Default. If any Event of Default occurs and is continuing, the Lender may take any or all of the following actions:
(a) declare the Commitments to be terminated, whereupon the Commitments shall be terminated;
(b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other Loan Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the Borrowers;
(c) require that the Borrowers Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof); and
(d) exercise all rights and remedies available to it under the Loan Documents; provided, however, that upon Upon the occurrence of an actual Event of Default, in addition to each and other right and remedy granted by the Borrower to the The Borrower hereby constitutes the Bank or deemed entry its designee on behalf of the Bank as the Borrower's attorney-in-fact with power: upon occurrence and during the continuance of an order for relief with respect Event of Default to endorse the Borrower's name upon any Borrower notes, acceptances, checks, drafts, money orders or other evidences of payment or Collateral that may come into its possession; to take any and all actions under each Debt Instrument which the holder and beneficiary thereof is entitled to take thereunder and pursuant thereto, including, but not limited to, obtaining appropriate insurance or paying taxes that are due and owing if the Person liable under the Bankruptcy Code Debt Instrument fails to perform the obligations of such Person set forth in the Debt Instrument (and any such amounts advanced on account of the United States, the obligation Borrower shall constitute part of the Lender to make Loans and make L/C Credit Extensions Obligations, shall automatically terminate, bear interest at the unpaid principal amount highest rate of all outstanding Loans and all interest and other amounts as aforesaid shall automatically become due and payablethen applicable under the Notes, and shall be payable on demand by the obligation Borrower); upon the occurrence and during the continuance of an Event of Default, to notify the Postal Service authorities to change the address for delivery of mail addressed to the Borrower to such address as the Bank may designate; and to do all other acts and things necessary to carry out this Agreement. All acts of said attorney or designee are hereby ratified and approved, and said attorney or designee shall not be liable for any acts of omission or commission (except to the extent it is determined by a final judicial decision that the Bank's act or omission constituted gross negligence or willful misconduct), nor for any error of judgement or mistake of fact or law; this power being coupled with an interest is irrevocable until all of the Borrowers to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, are paid in each case without further act of the Lender. The Lender may, at any time full and from time to time after the initial deposit of Cash Collateral pursuant to Section 9.02(c), require that the Borrowers provide additional Cash Collateral (and the Borrowers shall, from time to time after the initial deposit of Cash Collateral, provide such additional Cash Collateral) in an amount not to exceed 105% of the Outstanding Amount of such L/C Obligations, in order to protect against the results of exchange rate fluctuations. this Credit Agreement is terminated.
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