Acceleration, Etc. If any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such event, the Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, by notice to the Company, take either or both of the following actions, at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, (iii) require that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lender.
Appears in 2 contracts
Sources: Credit Agreement (Global Payments Inc), Credit Agreement (Global Payments Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Commitments terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations (other than any Obligations under any Designated Hedge Agreement) owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit that may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under Section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amountaggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower’s (and any Subsidiary that is an account party) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documentsreimbursement obligations in respect thereof; and in case of any event with respect to any Borrower described in clause and/or
(e) exercise any other right or (fremedy available under any of the Credit Documents or applicable law; provided that, if an Event of Default specified in Section 10.1(h) of Section 8.01shall occur, the Commitments shall automatically terminate and result that would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 2 contracts
Sources: Credit Agreement (American Dental Partners Inc), Credit Agreement (American Dental Partners Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actionsactions (PROVIDED that, at if an Event of Default specified in section 10.1(h) shall occur with respect to the same or different times: Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require that the Company Cash Collateralize the L/C Obligations (terminate any Letter of Credit which may be terminated in an amount equal to the Minimum Collateral Amount) accordance with its terms; and (iv) exercise on behalf of itself direct the Borrower to pay (and the Lenders all rights and remedies available to it and Borrower hereby agrees that on receipt of such notice or upon the Lenders under the Loan Documents; and in case occurrence of any event an Event of Default with respect to any the Borrower described in clause (eunder section 10.1(h), it will pay) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount of cash equal to the aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security after the Borrower's reimbursement obligations in respect thereof).
Appears in 2 contracts
Sources: Credit Agreement (Trover Solutions Inc), Credit Agreement (Healthcare Recoveries Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower (provided that, if an Event of Default specified in section 11.1(g) shall occur with respect to the Borrower, the result that would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; and/or (iii) require request that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowerspay, and the obligation of Borrower agrees that it shall pay if requested to do so by the Company Administrative Agent, to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount in cash and/or Cash Equivalents equal to 100% of the Letter of Credit Outstandings and the Administrative Agent shall hold such payment as security for the reimbursement obligations of the Borrower in respect of Letters of Credit pursuant to a cash collateral agreement to be entered into in form and substance reasonably satisfactory to the Administrative Agent, each Letter of Credit Issuer and the Borrower (which shall permit certain investments in Cash Equivalents satisfactory to the Administrative Agent, each Letter of Credit Issuer and the Borrower until the proceeds are applied to the secured obligations).
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amountaggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's (and any Subsidiary which is an account party) and reimbursement obligations in respect thereof); and/or
(ive) exercise on behalf any other right or remedy available under any of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Documents or applicable law; and provided that, if an Event of Default specified in case of any event section 10.1(h) shall occur with respect to any Borrower described in clause (e) or (f) of Section 8.01the Borrower, the Commitments shall automatically terminate and result which would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrowers, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against any Borrower, except as otherwise specifically provided for in this Agreement (PROVIDED that, if an Event of Default specified in section 10.1(h) shall occur with respect to any Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require that the Company Cash Collateralize the L/C Obligations (terminate any Letter of Credit which may be terminated in an amount equal to the Minimum Collateral Amount) accordance with its terms; and (iv) exercise on behalf of itself direct the Company to pay (and the Lenders all rights and remedies available to it and Company hereby agrees that on receipt of such notice or upon the Lenders under the Loan Documents; and in case occurrence of any event an Event of Default with respect to any Borrower described in clause (eunder section 10.1(h), it will pay) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or an amount of cash equal to the aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Company's (and any LenderSubsidiaries which are account parties) reimbursement obligations in respect thereof).
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default specified in section 9.1(e) shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, immediately and thereupon the Commitments any Commitment Commission shall terminate immediately, forthwith become due and payable without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require enforce, as Administrative Agent (or direct the Collateral Agent to enforce), any or all of the Liens and security interests created pursuant to the Security Documents; (iv) terminate any Letter of Credit which may be terminated in accordance with its terms; and (v) direct the Borrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the Company Cash Collateralize occurrence of an Event of Default with respect to the L/C Obligations (in Borrower under section 9.1(e), it will pay) to the Collateral Agent an amount of cash equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal aggregate Stated Amount of all Loans Letters of Credit then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of outstanding (such amount to be held as security after the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, Borrower's reimbursement obligations in each case without further act of the Administrative Agent or any Lenderrespect thereof).
Appears in 1 contract
Sources: Credit Agreement (Vencor Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower, except as otherwise specifically provided for in this Agreement (PROVIDED that, if an Event of Default specified in section 10.1(g) shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require that the Company Cash Collateralize the L/C Obligations (terminate any Letter of Credit which may be terminated in an amount equal to the Minimum Collateral Amount) accordance with its terms; and (iv) exercise on behalf of itself direct the Borrower to pay (and the Lenders all rights and remedies available to it and Borrower hereby agrees that on receipt of such notice or upon the Lenders under the Loan Documents; and in case occurrence of any event an Event of Default with respect to any the Borrower described in clause (eunder section 10.1(g), it will pay) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount of cash equal to the aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security after the Borrower's reimbursement obligations in respect thereof).
Appears in 1 contract
Sources: Credit Agreement (Essef Corp)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Revolving Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents, to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Collateral Agent an amount of cash equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal aggregate Stated Amount of all Loans Letters of Credit then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lender.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent and/or the Collateral Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iii) require that it will pay to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amountaggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security after the Borrower's reimbursement obligations in respect thereof); and/or
(e) take such other actions and (ivexercise any other right or remedy available under any of the Credit Documents or applicable law; PROVIDED that, if an Event of Default specified in section 10.1(h) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event shall occur with respect to any Borrower described in clause (e) or (f) of Section 8.01the Borrower, the Commitments shall automatically terminate and result which would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 1 contract
Sources: Credit Agreement (Value City Department Stores Inc /Oh)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, or any Lender to enforce its claims against the Borrowers or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers;
(c) terminate any Letter of Credit that may be terminated in accordance with its terms;
(d) direct the Borrowers to pay (and the Borrowers hereby agree that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrowers under Section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amountaggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's (and any Subsidiary that is an account party) and reimbursement obligations in respect thereof); and/or
(ive) exercise on behalf any other right or remedy available under any of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Documents or applicable law; and provided that, if an Event of Default specified in case of any event Section 10.1(h) shall occur with respect to any Borrower described in clause (e) or (f) of Section 8.01a Borrower, the Commitments shall automatically terminate and result that would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Revolving Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents, to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Collateral Agent an amount of cash equal to the Minimum Collateral Amount) aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's and any other Letter of Credit Obligor's reimbursement obligations in respect thereof); and/or
(ive) exercise on behalf any other right or remedy available under any of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Documents or applicable law; and PROVIDED that, if an Event of Default specified in case of any event section 10.1(h) shall occur with respect to any Borrower described in clause (e) or (f) of Section 8.01the Borrower, the Commitments shall automatically terminate and result which would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower (provided that, if an Event of Default specified in section 11.1(h) shall occur, the result that would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be Table of Contents be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; and/or (iii) require request that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowerspay, and the obligation of Borrower agrees that it shall pay if requested to do so by the Company Administrative Agent, to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount in cash and/or Cash Equivalents equal to 100% of the Letter of Credit Outstandings and the Administrative Agent shall hold such payment as security for the reimbursement obligations of the Borrower in respect of Letters of Credit pursuant to a cash collateral agreement to be entered into in form and substance reasonably satisfactory to the Administrative Agent, each Letter of Credit Issuer and the Borrower (which shall permit certain investments in Cash Equivalents satisfactory to the Administrative Agent, each Letter of Credit Issuer and the Borrower until the proceeds are applied to the secured obligations).
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower (provided that, if an Event of Default specified in section 11.1(h) shall occur, the result that would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; and/or (iii) require request that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowerspay, and the obligation of Borrower agrees that it shall pay if requested to do so by the Company Administrative Agent, to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount in cash and/or Cash Equivalents equal to 100% of the Letter of Credit Outstandings and the Administrative Agent shall hold such payment as security for the reimbursement obligations of the Borrower in respect of Letters of Credit pursuant to a cash collateral agreement to be entered into in form and substance reasonably satisfactory to the Administrative Agent, each Letter of Credit Issuer and the Borrower (which shall permit certain investments in Cash Equivalents satisfactory to the Administrative Agent, each Letter of Credit Issuer and the Borrower until the proceeds are applied to the secured obligations).
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents, to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Collateral Agent an amount of cash equal to the Minimum Collateral Amount) aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's and (iv) exercise on behalf any other Letter of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Obligor's reimbursement obligations in respect thereof); and in case of any event with respect to any Borrower described in clause and/or
(e) exercise any other right or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of remedy available under any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent Credit Documents or any Lender.applicable law;
Appears in 1 contract
Sources: Credit Agreement (Om Group Inc)
Acceleration, Etc. If any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower the Company described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such event, the Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, by notice to the Company, take either or both of the following actions, at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers Company accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Company and (iii) require that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower the Company described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effectiveCompany, in each case without further act of the Administrative Agent or any Lender.
Appears in 1 contract
Acceleration, Etc. If any Event of Default described in Section 8.01 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.018.01), and at any time thereafter during the continuance of such event, the Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, by notice to the Company, take either or both of the following actions, at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, (iii) require that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.018.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lender.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such eventDefault, the Administrative Agent Agents shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrowers, take either any or both all of the following actions, at without prejudice to the same rights of any of the Administrative Agents, for itself or different times: as collateral agent or otherwise, or any Lender to enforce its claims against the Borrowers or any other Credit Party (provided that, if an Event of Default specified in section 10.1(g) shall occur, the result which would occur upon the giving of written notice by the Administrative Agents as specified in clauses (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately), (ii) and (iii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment and the obligation to issue Letters of Credit terminated, whereupon the Commitment and any such obligation of each Lender shall forthwith terminate immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, ; (iii) require that the Company Cash Collateralize Borrowers to, and the L/C Borrowers shall thereupon, deposit in a non-interest bearing account with the Administrative Agents, as cash collateral for their Obligations (in under the Credit Documents, an amount equal to the Minimum Collateral Amount) maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of Credit, and the Borrowers hereby pledge to the Administrative Agents and the Lenders and grant to the Administrative Agents and the Lenders a security interest in, all such cash as security for such Obligations; and/or (iv) exercise require the Borrowers to, and the Borrowers shall thereupon cause to be issued one or more irrevocable letters of credit to the Administrative Agents, as collateral for their Obligations under the Credit Documents, on behalf terms, and from financial institutions, reasonably acceptable to the Administrative Agents in an aggregate stated amount equal to the maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of itself Credit, and the Borrowers hereby pledge to the Administrative Agents and the Lenders all rights and remedies available grant to it the Administrative Agents and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01a security interest in, the Commitments shall automatically terminate and proceeds payable under such letters of credit as security for such Obligations. Upon the principal curing of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice existing Events of any kind, all of which are hereby waived by each Default to the satisfaction of the BorrowersRequired Lenders, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any LenderAgents shall return such cash collateral to Genlyte ▇▇▇▇▇▇.
Appears in 1 contract
Sources: Credit Agreement (Genlyte Group Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans and all other Obligations owing hereunder and under the other Credit Documents to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) exercise any other right or remedy available under any of the BorrowersCredit Documents or applicable law; PROVIDED that, (iiiif an Event of Default specified in section 10.1(h) require that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Borrower described in such notice; and PROVIDED, FURTHER, that any declaration pursuant to clause (eb) above, or (f) any other acceleration of Section 8.01, the Commitments shall automatically terminate and maturity of the principal of all Loans then outstanding, together with accrued interest thereon and all fees and or any other Obligations accrued hereunderObligations, shall automatically become due and payablesimultaneously terminate the Total Commitment, whereupon the Commitment of each Lender shall forthwith terminate immediately without presentment, demand, protest or any other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lender.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actionsactions (PROVIDED that, at if an Event of Default specified in section 10.1(h) shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (a) and (b) below shall occur automatically without the giving of any such notice):
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amount) and aggregate Stated Amount of all Letters of Credit then outstanding (iv) exercise on behalf of itself and such amount to be held as security after the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsBorrower's reimbursement obligations in respect thereof); and in case of any event with respect to any Borrower described in clause and/or
(e) or (f) of Section 8.01, the Commitments shall automatically terminate take such other actions and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and exercise such other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations remedies as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lendermay be permitted under applicable law.
Appears in 1 contract
Sources: Credit Agreement (Royal Appliance Manufacturing Co)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower (PROVIDED that, if an Event of Default specified in section 10.1(h) shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require that the Company Cash Collateralize the L/C Obligations (terminate any Letter of Credit which may be terminated in an amount equal to the Minimum Collateral Amount) accordance with its terms; and (iv) exercise on behalf of itself direct the Borrower to pay (and the Lenders all rights and remedies available to it and Borrower hereby agrees that on receipt of such notice or upon the Lenders under the Loan Documents; and in case occurrence of any event an Event of Default with respect to any the Borrower described in clause (eunder section 10.1(h), it will pay) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount of cash equal to the aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security after the Borrower's reimbursement obligations in respect thereof).
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actionsactions (PROVIDED that, at if an Event of Default specified in section 10.1(h) shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (a) and (b) below shall occur automatically without the giving of any such notice):
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal aggregate Stated Amount of all Loans Letters of Credit then outstanding, together with accrued interest thereon outstanding (such amount to be held as security after the Borrower's reimbursement obligations in respect thereof); and/or
(i) take such other actions and all fees and exercise such other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations remedies as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lendermay be permitted under applicable law.
Appears in 1 contract
Sources: Credit Agreement (Royal Appliance Manufacturing Co)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such eventDefault, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrowers, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent, for itself or different times: as collateral agent or otherwise, or any Lender to enforce its claims against the Borrowers or any other Credit Party (PROVIDED that, if an Event of Default specified in section 10.1(g) shall occur, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately), (ii) and (iii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment and the obligation to issue Letters of Credit terminated, whereupon the Commitment and any such obligation of each Lender shall forthwith terminate immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, ; and/or (iii) require that the Company Cash Collateralize Borrowers to, and the L/C Borrowers shall thereupon, deposit in a non-interest bearing account with the Administrative Agent, as cash collateral for their Obligations (in under the Credit Documents, an amount equal to the Minimum Collateral Amount) maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of Credit, and (iv) exercise on behalf of itself the Borrowers hereby pledge to the Administrative Agent and the Lenders all rights and remedies available grant to it the Administrative Agent and the Lenders under a security interest in, all such cash as security for such Obligations. Upon the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal curing of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice existing Events of any kind, all of which are hereby waived by each Default to the satisfaction of the BorrowersRequired Lenders, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lendershall return such cash collateral to the Parent.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyCompany (which shall in turn immediately furnish a copy of the same to the other Borrowers), take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against any Borrower, except as otherwise specifically provided for in this Agreement (provided that, if an Event of Default specified in section 10.1(g) shall occur with respect to any Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require that the Company Cash Collateralize the L/C Obligations (terminate any Letter of Credit which may be terminated in an amount equal to the Minimum Collateral Amount) accordance with its terms; and (iv) exercise on behalf of itself direct the Company to pay (and the Lenders all rights and remedies available to it and Company hereby agrees that on receipt of such notice or upon the Lenders under the Loan Documents; and in case occurrence of any event an Event of Default with respect to any Borrower described in clause (eunder section 10.1(g), it will pay) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lenderan amount of cash equal to the aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security after the Borrower's reimbursement obligations in respect thereof).
Appears in 1 contract
Sources: Credit Agreement (Safety Components International Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amountaggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's (and any other Letter of Credit Obligor's) and reimbursement obligations in respect thereof); and/or
(ive) exercise on behalf any other right or remedy available under any of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Documents or applicable law; and PROVIDED that, if an Event of Default specified in case of any event section 10.1(h) shall occur with respect to any Borrower described in clause (e) or (f) of Section 8.01the Borrower, the Commitments shall automatically terminate and result which would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 1 contract
Acceleration, Etc. If any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such event, the Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, by notice to the Company, take either or both of the following actions, at the same or different times: (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, (iii) require 4857-0343-40294880-4767-9669 v.93 that the Company Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any Lender.
Appears in 1 contract
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the Company, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrowers or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents, to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the Borrowers to pay (and each Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Collateral Agent an amount of cash equal to the Minimum Collateral Amount) aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's and any other Letter of Credit Obligor's reimbursement obligations in respect thereof); and/or
(ive) exercise on behalf any other right or remedy available under any of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Documents or applicable law; and provided that, if an Event of Default specified in case of any event section 10.1(h) shall occur with respect to the Company or any Borrower described in clause (e) or (f) of Section 8.01other Borrower, the Commitments shall automatically terminate and result which would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
Appears in 1 contract
Sources: Credit Agreement (Om Group Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Administrative Agent an amount of cash equal to the Minimum Collateral Amountaggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's (and any other Letter of Credit Obligor's) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documentsreimbursement obligations in respect thereof); and in case of any event with respect to any Borrower described in clause and/or
(e) exercise any other right or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of remedy available under any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent Credit Documents or any Lender.applicable law;
Appears in 1 contract
Sources: Credit Agreement (Ferro Corp)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such eventDefault, the Administrative Agent Agents shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrowers, take either any or both all of the following actions, at without prejudice to the same rights of any of the Administrative Agents, for itself or different times: as collateral agent or otherwise, or any Lender to enforce its claims against the Borrowers or any other Credit Party (provided that, if an Event of Default specified in section 12.1(g) shall occur, the result which would occur upon the giving of written notice by the Administrative Agents as specified in clauses (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately), (ii) and (iii) below shall occur automatically without the giving of any such notice): (i) declare the Total Revolving Commitment and the obligation to issue Letters of Credit terminated, whereupon the Commitment and any such obligation of each Lender shall forthwith terminate immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, ; (iii) require that the Company Cash Collateralize Borrowers to, and the L/C Borrowers shall thereupon, deposit in a non-interest bearing account with the Administrative Agents, as cash collateral for their Obligations (in under the Credit Documents, an amount equal to the Minimum Collateral Amount) maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of Credit, and the Borrowers hereby pledge to the Administrative Agents and the Lenders and grant to the Administrative Agents and the Lenders a security interest in, all such cash as security for such Obligations; and/or (iv) exercise require the Borrowers to, and the Borrowers shall thereupon cause to be issued one or more irrevocable letters of credit to the Administrative Agents, as collateral for their Obligations under the Credit Documents, on behalf terms, and from financial institutions, reasonably acceptable to the Administrative Agents in an aggregate stated amount equal to the maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of itself Credit, and the Borrowers hereby pledge to the Administrative Agents and the Lenders all rights and remedies available grant to it the Administrative Agents and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01a security interest in, the Commitments shall automatically terminate and proceeds payable under such letters of credit as security for such Obligations. Upon the principal curing of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice existing Events of any kind, all of which are hereby waived by each Default to the satisfaction of the BorrowersRequired Lenders, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any LenderAgents shall return such cash collateral to Genlyte Group.
Appears in 1 contract
Sources: Credit Agreement (Genlyte Group Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01), and at any time thereafter during the continuance of such eventDefault, the Administrative Agent Agents shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrowers, take either any or both all of the following actions, at without prejudice to the same rights of any of the Administrative Agents, for itself or different times: as collateral agent or otherwise, or any Lender to enforce its claims against the Borrowers or any other Credit Party (provided that, if an Event of Default specified in section 12.1(g) shall occur, the result which would occur upon the giving of written notice by the Administrative Agents as specified in clauses (i) terminate the Commitments, and thereupon the Commitments shall terminate immediately), (ii) and (iii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment and the obligation to issue Letters of Credit terminated, whereupon the Commitment and any such obligation of each Lender shall forthwith terminate immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, and all other Obligations owing hereunder and under the other Credit Documents to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, ; (iii) require that the Company Cash Collateralize Borrowers to, and the L/C Borrowers shall thereupon, deposit in a non-interest bearing account with the Administrative Agents, as cash collateral for their Obligations (in under the Credit Documents, an amount equal to the Minimum Collateral Amount) maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of Credit, and the Borrowers hereby pledge to the Administrative Agents and the Lenders and grant to the Administrative Agents and the Lenders a security interest in, all such cash as security for such Obligations; and/or (iv) exercise require the Borrowers to, and the Borrowers shall thereupon cause to be issued one or more irrevocable letters of credit to the Administrative Agents, as collateral for their Obligations under the Credit Documents, on behalf terms, and from financial institutions, reasonably acceptable to the Administrative Agents in an aggregate stated amount equal to the maximum amount currently or at any time thereafter available to be drawn on all outstanding Letters of itself Credit, and the Borrowers hereby pledge to the Administrative Agents and the Lenders all rights and remedies available grant to it the Administrative Agents and the Lenders under the Loan Documents; and in case of any event with respect to any Borrower described in clause (e) or (f) of Section 8.01a security interest in, the Commitments shall automatically terminate and proceeds payable under such letters of credit as security for such Obligations. Upon the principal curing of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice existing Events of any kind, all of which are hereby waived by each Default to the satisfaction of the BorrowersRequired Lenders, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or any LenderAgents shall return such cash collateral to Genlyte Group.
Appears in 1 contract
Sources: Credit Agreement (Genlyte Group Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the same rights of the Administrative Agent or different times: any Lender to enforce its claims against the Borrower in any manner permitted under applicable law (PROVIDED that, if an Event of Default specified in section 10.1(g) shall occur with respect to the Borrower, the result which would occur upon the giving of written notice by the Administrative Agent as specified in clauses (i) and (ii) below shall occur automatically without the giving of any such notice): (i) declare the Total Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate the Commitments, and thereupon the Commitments shall terminate immediately, immediately without any other notice of any kind; (ii) declare the principal of and any accrued interest in respect of all Loans then outstanding Loans, all Unpaid Drawings and all obligations owing hereunder and thereunder to be be, whereupon the same shall become, forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, Borrower; (iii) require that the Company Cash Collateralize the L/C Obligations (terminate any Letter of Credit which may be terminated in an amount equal to the Minimum Collateral Amount) accordance with its terms; and (iv) exercise on behalf of itself direct the Borrower to pay (and the Lenders all rights and remedies available to it and Borrower hereby agrees that on receipt of such notice or upon the Lenders under the Loan Documents; and in case occurrence of any event an Event of Default with respect to any the Borrower described in clause (eunder section 10.1(g), it will pay) or (f) of Section 8.01, the Commitments shall automatically terminate and the principal of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or an amount of cash equal to the aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower's (and any LenderSubsidiary which is an account party) reimbursement obligations in respect thereof).
Appears in 1 contract
Sources: Credit Agreement (Stoneridge Inc)
Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Commitments terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations (other than any Obligations under any Designated Hedge Agreement) owing hereunder and thereunder to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit that may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under Section 10.1(h), (iiiit will) require that the Company Cash Collateralize the L/C Obligations Letter of Credit Outstandings (in an amount equal to the Minimum Collateral Amount) and (iv) exercise on behalf of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan Documentsthen-Outstanding Amount thereof); and in case of any event with respect to any Borrower described in clause and/or
(e) exercise any other right or (fremedy available under any of the Credit Documents or applicable law; provided that, if an Event of Default specified in Section 10.1(h) of Section 8.01shall occur, the Commitments shall automatically terminate and result that would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
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Acceleration, Etc. If Upon the occurrence of any Event of Default described in Section 8.01 occurs, then, and in every such event (other than an event with respect to any Borrower described in clause (e) or (f) of Section 8.01)Default, and at any time thereafter during the continuance thereafter, if any Event of such eventDefault shall then be continuing, the Administrative Agent shall, at upon the written request of, or may, with the consent of, of the Required Lenders, by written notice to the CompanyBorrower, take either any or both all of the following actions, at without prejudice to the rights of the Administrative Agent, the Collateral Agent or any Lender to enforce its claims against the Borrower or any other Credit Party in any manner permitted under applicable law:
(a) declare the Total Revolving Commitment terminated, whereupon the Commitment of each Lender shall forthwith terminate immediately without any other notice of any kind;
(b) declare the principal of and any accrued interest in respect of all Loans, all Unpaid Drawings and all other Obligations owing hereunder and under the other Credit Documents, to be, whereupon the same or different times: (i) terminate the Commitmentsshall become, and thereupon the Commitments shall terminate immediately, (ii) declare all Loans then outstanding to be forthwith due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each the Borrower;
(c) terminate any Letter of Credit which may be terminated in accordance with its terms;
(d) direct the BorrowersBorrower to pay (and the Borrower hereby agrees that on receipt of such notice or upon the occurrence of an Event of Default with respect to the Borrower under section 10.1(h), (iiiit will pay) require that to the Company Cash Collateralize the L/C Obligations (in Collateral Agent an amount of cash equal to the Minimum Collateral Amount) aggregate Stated Amount of all Letters of Credit then outstanding (such amount to be held as security for the Borrower’s and any other Letter of Credit Obligor’s reimbursement obligations in respect thereof); and/or
(ive) exercise on behalf any other right or remedy available under any of itself and the Lenders all rights and remedies available to it and the Lenders under the Loan DocumentsCredit Documents or applicable law; and provided that, if an Event of Default specified in case of any event section 10.1(h) shall occur with respect to any Borrower described in clause (e) or (f) of Section 8.01the Borrower, the Commitments shall automatically terminate and result which would occur upon the principal giving of all Loans then outstanding, together with accrued interest thereon and all fees and other Obligations accrued hereunder, shall automatically become due and payable, without presentment, demand, protest or other written notice of any kind, all of which are hereby waived by each of the Borrowers, and the obligation of the Company to Cash Collateralize the L/C Obligations as aforesaid shall become effective, in each case without further act of the Administrative Agent or as specified in clauses (a) and/or (b) above shall occur automatically without the giving of any Lendersuch notice.
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Sources: Revolving Credit Agreement (Memc Electronic Materials Inc)