Events of Default Acceleration Etc. (i) If any of the following events (“Events of Default” or, if the giving of notice or the lapse of time or both is required, then, prior to such notice or lapse of time, “Defaults”) shall occur:
(a) The Organization shall fail to pay any principal on the Loan when the same shall become due and payable, whether at the stated date of maturity or any accelerated date of maturity or at any other date fixed for payment, and does not remedy such failure within ten (10) calendar days of its occurrence, unless otherwise forgiven by the Lender as provided in this Agreement;
(b) The Organization shall fail to pay any interest on the Loan, any fees, or other sums due hereunder or under any of the other Loan Documents, whether at the stated date of maturity or any accelerated date of maturity or at any other date fixed for payment, and does not remedy such failure within ten (10) calendar days of its occurrence, unless otherwise forgiven by the Lender as provided in this Agreement;
(c) The Organization shall fail to comply in any material respect with any of its covenants contained in Section 4(ii), Section 4(iii), Section 4(vi) or Section 4(vii) and such failure shall not be cured to the reasonable satisfaction of the Lender within ten (10) calendar days after receipt of notice from the Lender demanding such cure or the Organization shall fail to comply in any material respect with any of its covenants contained in Section 4(iv), Section 4(v), Section 4(viii), Section 4(ix), Section 4(x) or Section 5 hereof, or any of the covenants contained in any of the other Loan Documents;
(d) Any representation or warranty of the Organization contained in Section 3(i), (ii) and (iii) is deemed to have been false in any material respect upon the date when made;
(e) The Organization shall fail to pay at maturity, or within any applicable period of grace, any obligation for borrowed money or credit received or in respect of any capitalized leases, or fail to observe or perform any material term, covenant or agreement contained in any agreement by which it is bound, evidencing or securing borrowed money or credit received or in respect of any capitalized leases for such period of time as would permit (assuming the giving of appropriate notice if required) the holder or holders thereof or of any obligations issued thereunder to accelerate the maturity thereof;
(f) The Organization or any of its Subsidiary Broker-Dealers shall make an assignment for the benefit of creditors, or admit...
Events of Default Acceleration Etc. Events of Default and Acceleration...................... 135
Events of Default Acceleration Etc. 12.1. Events of Default and Acceleration 12.2. Termination of Commitment 12.3. Remedies 12.4. Distribution of Collateral Proceeds 13. SETOFF
Events of Default Acceleration Etc. Events of Default and Acceleration §12.2. Termination of Commitment §12.3. Remedies §13. SETOFF
Events of Default Acceleration Etc. 62 11.1. Events of Default and Acceleration. 62 11.2. Termination of Commitments. 65 11.3. Remedies. 66 12. SETOFF. 66 13. THE AGENT. 67 13.1. Authorization. 67 13.2. Employees and Agents. 68 13.3. No Liability. 68 13.4. No Representations. 68 13.5. Payments. 69 13.5.1. Payments to Agent. 69 13.5.2. Distribution by Agent. 69 13.5.3. Delinquent Banks. 69 13.6. Holders of Notes. 70 13.7. Indemnity. 70 13.8. Agent as Bank. 70 13.9. Resignation. 70 13.10. Notification of Defaults and Events of Default. 71 13.11. Limitation on Duties. 71 14. EXPENSES. 71 15. INDEMNIFICATION. 72 16. SURVIVAL OF COVENANTS, ETC. 73 17. ASSIGNMENT AND PARTICIPATION. 73 17.1. Conditions to Assignment by Banks. 73 17.2. Certain Representations and Warranties; Limitations; Covenants. 74 17.3. Register. 75 17.4. New Notes. 75 17.5. Participations. 76 17.6. Disclosure. 76 17.7. Assignee or Participant Affiliated with the Borrower. 76
Events of Default Acceleration Etc. 147148 Section 12.1 Events of Default and Acceleration 147148 Section 12.2
Events of Default Acceleration Etc. 58
11.1 Events of Default and Acceleration 58 11.2 Termination of Commitments 61 11.3 Application of Monies 61 12. SETOFF 62 -v- 13. THE ADMINISTRATIVE AGENT 62 13.2 Reimbursement by Banks 66 13.3 Payments 66 13.4 Holders of Notes 67 13.5 Payments by Borrowers; Presumptions by Administrative Agent 67 13.6 Certain ERISA Matters 67 14. GUARANTY 68 14.1 Guaranty 68 14.2 Guaranty Absolute 69 14.3 Waivers and Acknowledgments 70 14.4 Subrogation 70 14.5 Subordination 71 14.6 Continuing Guaranty; Assignments 72 15. EXPENSES 72 16. INDEMNIFICATION 73 17. SURVIVAL OF COVENANTS, ETC. 74 18. ASSIGNMENT AND PARTICIPATION. 74 18.1 Assignments and Participations 74 18.2 New Notes 77 18.3 Disclosure 77 -vi- 18.4 Miscellaneous Assignment Provisions 77 18.5 SPC Provision 77 19. NOTICES, ETC. 78 19.1 Notices 78 19.2 Electronic Communications 79 19.3 The Platform 79 19.4 Change of Address, Etc 79 19.5 Reliance by Administrative Agent and Banks 80 20. CONFIDENTIALITY 80 21. GOVERNING LAW 81 22. HEADINGS 81 23. COUNTERPARTS 81 24. ENTIRE AGREEMENT, ETC. 82 25. WAIVER OF JURY TRIAL 82 26. CONSENTS, AMENDMENTS, WAIVERS, ETC. 82 27. NO WAIVER; CUMULATIVE REMEDIES 83 28. SEVERABILITY 83 29. ELECTRONIC EXECUTION OF ASSIGNMENTS AND CERTAIN OTHER DOCUMENTS 83 30. USA PATRIOT ACT NOTICE 84 -vii- 31. NO ADVISORY OR FIDUCIARY RESPONSIBILITY 84 32. ACKNOWLEDGEMENT AND CONSENT TO BAIL-IN OF EEA FINANCIAL INSTITUTIONS 84 Schedules Schedule 1 - Banks and Commitments Schedule 2 - Broker-Dealer Subsidiaries Schedule 5.2 - Governmental Approvals Schedule 7.3 - Certain Permitted Liens Schedule 19.1 - Administrative Agent’s Office; Certain Addresses for Notices Exhibits Exhibit A - Form of Note Exhibit B - Form of Loan Request Exhibit C - [Reserved] Exhibit D - Form of Conversion Request Exhibit E - Form of Confirmation of Conversion Request Exhibit F - Form of Swing Loan Request Exhibit G - [Reserved] Exhibit H - Form of Compliance Certificate Exhibit I - Opinion Letter Exhibit J - Form of Assignment and Acceptance Exhibit K - Form of Supplement THIS AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT, dated as of September 27, 2018 (this “Credit Agreement”), by and among ALLIANCEBERNSTEIN L.P., a Delaware limited partnership (together with its permitted successors, the “Company”), XXXXXXX X. XXXXXXXXX & CO., LLC, a Delaware limited liability company (together with its permitted successors, “Xxxxxxx Xxxxxxxxx” and together with the Company, the “Borrowers”), the financial institutions from time to ...
Events of Default Acceleration Etc. 13.1. EVENTS OF DEFAULT AND ACCELERATION 13.2. TERMINATION OF COMMITMENTS 13.3. REMEDIES. 13.4 ACCELERATION NOTICES 13.5. DISTRIBUTION OF COLLATERAL PROCEEDS
Events of Default Acceleration Etc. 63 §12.1 Events of Default and Acceleration 63 §12.2 Certain Cure Periods 65 §12.3 Termination of Commitments 65 §12.4 Remedies.......................................................................................................................... 6566
