Acknowledgment of Default. Each Credit Party hereby acknowledges and agrees that the Designated Defaults have occurred and are continuing as of the date hereof, each of which constitutes an Event of Default, and, as a result of the Designated Defaults, as well as any other Defaults or Events of Default that may exist, the Control Agent and the other Lenders are entitled to exercise any and all default-related rights and remedies under the Credit Agreement, the other Loan Documents, and/or applicable law, including without limitation, to accelerate the Obligations (and have done so as set forth in 2.5 of the Forbearance Agreement) or to exercise rights against Collateral and that no Credit Party has any valid defense to the enforcement of such default-related rights and remedies. Each Credit Party hereby acknowledges and agrees that the first to occur of the Designated Defaults occurred no later than January 1, 2015 and have continued to date.
Acknowledgment of Default. Each Obligor hereby acknowledges and agrees that the Existing Defaults have occurred and are continuing, each of which constitutes an Event of Default and entitles Agent and Lenders to exercise their rights and remedies under the Loan Agreement and the other Loan Documents, applicable law or otherwise. Each Obligor represents and warrants that as of the date hereof, no Events of Default exist other than the Existing Defaults. Each Obligor hereby acknowledges and agrees that Agent and Lenders have the exercisable right to declare the Obligations to be immediately due and payable under the terms of the Loan Agreement and the other Loan Documents. Each Obligor hereby acknowledges and agrees that the Specified Defaults shall be deemed to exist at all times during the period commencing on the date that such Specified Default first occurred (or occurs) to the date on which such Specified Default is expressly waived in writing pursuant to the Loan Agreement; and a Specified Default shall "continue" or be "continuing" until such Specified Default has been expressly waived in writing by the requisite Lenders under and in accordance with the terms of the Loan Agreement.
Acknowledgment of Default. HLBE acknowledges due execution and delivery of the Loan Documents and agrees and acknowledges that the same are valid and enforceable by AgStar against HLBE in accordance with their terms. HLBE acknowledges that it is in default under the MLA, Notes and other Loan Documents and that, as a result of such defaults, AgStar is entitled to declare that the indebtedness evidenced by the Loan Documents due and owing without any claims, defenses, counterclaims, offsets, and/or cross-complaints, or demands of any kind or nature whatsoever.
Acknowledgment of Default. To induce the Agent and the Lenders to execute this Agreement, each Loan Party hereby acknowledges, stipulates, represents, warrants, covenants and agrees as follows:
Acknowledgment of Default. Each Loan Party hereby acknowledges and agrees that the Existing Defaults have occurred and are continuing (or are expected to occur and be continuing), each of which constitutes (or will constitute) an Event of Default and entitles Agent and Lenders to exercise their respective rights and remedies under the Credit Agreement and the other Loan Documents, applicable law, or otherwise. Each Loan Party represents and warrants that as of the date hereof, no Events of Default exist other than the Existing Defaults. Each Loan Party hereby acknowledges and agrees that Agent and Lenders have the exercisable right to declare the Obligations to be immediately due and payable under the terms of the Credit Agreement and the other Loan Documents based on the Existing Defaults. Each Loan Party acknowledges that, immediately prior to the effectiveness of this Agreement, Revolving Lenders are no longer obligated to make any further Revolving Loans as a result of the Existing Defaults.
Acknowledgment of Default. Borrower hereby acknowledges and agrees that the Existing Defaults have occurred and are continuing, each of which constitutes an Event of Default and entitles Agent to exercise its rights and remedies under the Credit Agreement and the Loan Documents, applicable law, or otherwise. Borrower represents and warrants that as of the date hereof, no Events of Default exist other than the Existing Defaults. Borrower hereby acknowledges and agrees that when the Anticipatory Defaults occur, each shall constitute an Event of Default under the Credit Agreement and the Loan Documents. Borrower hereby acknowledges and agrees that Agent and Lenders have the exercisable right to declare the Obligations to be immediately due and payable under the terms of the Credit Agreement and the Loan Documents. Borrower acknowledges that Lenders are no longer obligated to make any Advances. Pursuant to and subject to the terms of Section 3.2 of the Forbearance Agreement and subject to the terms and conditions therein and in this Amendment, Agent and Lenders have agreed to forbear during the Forbearance Period from exercising their rights and remedies under the Credit Agreement and the Loan Documents or applicable law in respect of or arising out of the Existing Defaults and the Anticipatory Defaults. Borrower acknowledges and agrees that such agreement to forbear during the Forbearance Agreement does not apply to any Event of Default that may be in existence or may heretoafter occur other than the Existing Defaults and the Anticipatory Defaults, and that upon the expiration or termination of the Forbearance Period, the Forbearance Agreement shall automatically and without further action terminate and be of no further force and effect, it being expressly agreed that the effect of such termination will be to permit Agent and Lenders to exercise immediately all rights and remedies under the Credit Agreement and the Loan Documents and applicable law, including, but not limited to, accelerating all of the Obligations under the Credit Agreement and the Loan Documents; in each case without any further notice to Borrower, passage of time or forbearance of any kind.
Acknowledgment of Default. Each Loan Party hereby acknowledges and agrees that the Existing Defaults have occurred and are continuing, each of which constitutes an Event of Default and entitles the Fifth Third Parties to exercise their respective rights and remedies under the Loan Agreements, the Lease Agreements, and the other Loan Documents, applicable law or otherwise. Each Loan Party represents and warrants that as of the date hereof, no Events of Default exist other than the Existing Defaults. Each Loan Party hereby acknowledges and agrees that the Fifth Third Parties have the exercisable right to declare the Aggregate Obligations to be immediately due and payable under the terms of the Loan Agreements, the Lease Agreements and the other Loan Documents, as applicable.
Acknowledgment of Default. That on and as of the Effective Date (as defined below): (i) Events of Default exist and continue to exist, including, without limitation, the Existing Events of Default; (ii) timely, adequate and proper notice (notwithstanding that such notice is not required under Section 8.2 of the Credit Agreement) of the occurrence of the Existing Events of Default has been received by Borrower and Guarantors from Agent (and Borrower waives any requirement that any such notice be in writing); (iii) all grace periods, if any, applicable to the cure of such Existing Events of Default after receipt of such notice have expired; (iv) each of said Events of Default was and is continuing without timely cure by the Borrower or Guarantors; and (v) Agent and Lenders have not waived in any respect any or all of such Events of Default or their respective Rights and Remedies with respect thereto.
Acknowledgment of Default. Events of Default (the "Existing Defaults") have occurred under Section 8.1(b) the Loan Agreement as a result of the Borrower's failure to comply with Sections 7.1, 7.2 and 7.3 of the Loan Agreement for certain fiscal periods through March 31, 2005.
Acknowledgment of Default. Each Borrower hereby acknowledges and agrees that the Existing Defaults have occurred and are continuing, each of which entitles Brigus to exercise its rights and remedies under the Financing Agreements, applicable law or otherwise. Brigus has not waived, presently does not intend to waive, and may never waive such Existing Defaults and nothing contained herein or the transactions contemplated hereby shall be deemed to constitute any such waiver. Each Borrower hereby acknowledges and agrees that Brigus has the presently exercisable right to declare the obligations to be immediately due and payable under the terms of the Financing Agreements.
