Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in Section 7.01(i)) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Lenders, shall by written notice to the Borrower and each Lender: (a) declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment; (b) declare the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and (c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof).
Appears in 3 contracts
Sources: Credit Agreement (Solutia Inc), Credit Agreement (Solutia Inc), Credit Agreement (Solutia Inc)
Action if Other Event of Default. If any Event of Default (other than any an Event of Default with respect to the Borrower described specified in any of Section 7.01(i9.1(f)(i) through (iv)) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction either or both of the Requisite Lendersfollowing actions may be taken: (i) the Lender may, shall by written notice to the Borrower Borrower, declare the Term Loan Commitment to be terminated forthwith, whereupon such Term Loan Commitment shall immediately terminate and each Lender:
the Term Loan Commitment Amount shall reduce to zero; and (aii) the Lender may, by notice to the Borrower, declare all or any portion of the outstanding principal amount of the Loans Term Loan and other Obligations (including all accrued interest on the Term Loan) and all other amounts owing under this Agreement and the other Loan Documents to be due and payablepayable forthwith, whereupon the full unpaid amount (or such portion) of such Loans the Term Loan and other Obligations which that shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare . Except as expressly provided above in this SECTION 9, presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof)Borrower.
Appears in 3 contracts
Sources: Credit and Guaranty Agreement (InfuSystem Holdings, Inc), Credit and Guaranty Agreement (InfuSystem Holdings, Inc), Credit and Guaranty Agreement (I Flow Corp /De/)
Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in Section 7.01(i) (Bankruptcy, Insolvency, etc.)) shall occur and be continuing for any reason, whether voluntary or involuntary, and be continuing, the Administrative AgentAgent may, upon with the direction consent of the Requisite Required Lenders, shall and shall, at the request of the Required Lenders, by written notice or demand to the Borrower Borrower, in addition to any other remedies available to the Administrative Agent and each Lender:
the Lenders, including the remedies set forth in the Security Agreement, take any of the following actions: (a) declare all or any portion of a Commitment Termination Event, (b) declare the outstanding principal amount of the all outstanding Loans and all other Obligations to be due and payablepayable and terminate the Commitment, whereupon the full unpaid amount of such all Loans and any and all other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand demand, or presentment;
(b) declare , all of which are expressly waived by the Commitments (if not theretofore terminated) and any obligation Borrower, in either case by delivery of a Commitment Termination Notice substantially in the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation form of the Issuers to make L/C Credit Extensions shall terminate; and
Exhibit L or (c) if the actions described in clause (a) or (b) above have been taken, require that elect to cease making additional Loans to the Borrower Cash Collateralize hereunder (without otherwise terminating the L/C Obligations (Commitment), by delivery of a Loan Cessation Notice substantially in an amount equal to the then Outstanding Amount thereof).form of Exhibit M.
Appears in 2 contracts
Sources: Credit Agreement (FS Energy & Power Fund), Credit Agreement (FS Investment CORP)
Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in Section 7.01(i)CLAUSES (a) through (d) of SECTION 10.1.9) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative U.S. Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) Borrowers declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payablepayable 144 and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
PROVIDED that (ci) if less than the actions described total principal amount of all Loans and other Obligations are declared to be due and payable, the amount so declared due and payable shall be PRO RATA between the Facilities and (ii) the termination of a Commitment under a Facility will automatically result in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize corresponding termination of the L/C Obligations (in an amount equal to Commitment under the then Outstanding Amount thereof)other Facility.
Appears in 1 contract
Action if Other Event of Default. If -------------------------------- any Event of Default (other than any Event of Default with respect to the Borrower described in clauses (a) through (d) of Section 7.01(i)9.1.9) shall occur for any ----------- --- ------------- reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) declare all or any portion of the outstanding principal amount of the Loans Loans, the L/C Obligations and other Obligations to be due and payablepayable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) shall terminate and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower shall Cash Collateralize the L/C Obligations (Obligations. The rights provided for in an amount equal to this Agreement and the then Outstanding Amount thereof)other Loan Documents are cumulative and are not exclusive of any other rights, powers, privileges or remedies provided by law or in equity, or under any other instrument, document or agreement now existing or hereafter arising.
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any Event of Default described in Section 9.1.3 (as it relates to Section 7.1.10) or clauses (a) through (d) of Section 9.1.9 with respect to the Borrower described in Section 7.01(i)WWI or any Subsidiary or any other Obligor) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) WWI declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable, require the Borrowers to provide cash collateral to be deposited with the Administrative Agent in an amount equal to the Stated Amount of all issued Letters of Credit and/or declare the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , the Commitments (if not theretofore terminated) and any obligation of Borrowers shall deposit with the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize the L/C Obligations (Administrative Agent cash collateral in an amount equal to the then Outstanding Stated Amount thereof)of all issued Letters of Credit and/or, as the case may be, the Commitments shall terminate.
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in clauses (a) through (d) of Section 7.01(i)8.1.9) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable and/or an amount equal to the maximum aggregate amount that is or at any time thereafter may become available for drawing under any outstanding Letter of Credit (whether or not any beneficiary shall have presented, or shall be entitled at such time to present, the drafts or other documents required to draw under such Letter of Credit) to be immediately due and payable, and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof).. Subject in
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any an Event of Default described in clauses (b), (c) and (d) of Section 8.1.9 with respect to the Borrower described in Section 7.01(iany Obligor (other than Subsidiaries that are not Material Subsidiaries)) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) Company declare all or any portion of the outstanding principal amount of the Loans and other Obligations (including Reimbursement Obligations) to be due and payable, require each Borrower to Cash Collateralize all Letter of Credit Outstandings in respect of Letters of Credit issued at the request of such Borrower and/or declare the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) shall terminate and any obligation of the Issuers each Borrower shall automatically and immediately be obligated to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize all Letter of Credit Outstandings in respect of Letters of Credit issued at the L/C Obligations (in an amount equal to the then Outstanding Amount thereof)request of such Borrower.
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any Event of Default described in CLAUSES (a) through (d) of SECTION 8.1.9 with respect to the Borrower described in Section 7.01(i)either Borrower) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) Borrowers declare all or any portion of the outstanding principal amount of the Loans and other Obligations (including Reimbursement Obligations) to be due and payablepayable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (shall terminate and the Borrowers shall automatically and immediately be obligated to Cash Collateralize all Letter of Credit Outstandings; PROVIDED that if not theretofore terminated) less than the total principal amount of all Loans and any obligation of the Issuers to make L/C Credit Extensions other Obligations are declared to be terminateddue and payable, whereupon the Commitments amount so declared due and any obligation of payable shall be allocated PRO RATA between the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described Borrowers in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof)accordance with their respective Borrowings.
Appears in 1 contract
Sources: Credit Agreement (United Surgical Partners Holdings Inc)
Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in clauses (a) through (d) of Section 7.01(i)8.1.9) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payablepayable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare presentment and/or except as otherwise provided in the immediately following sentence, the Commitments shall terminate (if not theretofore terminated) and any obligation including the commitment of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal Issuer to issue any additional Letters of Credit). Notwithstanding any termination of the Revolving Loan Commitment prior to the then Outstanding Amount thereof)Stated Maturity Date, Revolving Loans may thereafter be made to reimburse the L/C Issuer for any drafts paid on or before the Stated Maturity Date under any Letter of Credit outstanding on the date of such termination.
Appears in 1 contract
Sources: Credit Agreement (Microsemi Corp)
Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in Section 7.01(i)CLAUSES (a) through (d) of SECTION 10.1.9) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative U.S. Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) Borrowers declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payablepayable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
PROVIDED that (ci) if less than the actions described total principal amount of all Loans and other Obligations are declared to be due and payable, the amount so declared due and payable shall be PRO RATA between the Facilities and (ii) the termination of a Commitment under a Facility will automatically result in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize corresponding termination of the L/C Obligations (in an amount equal to Commitment under the then Outstanding Amount thereof)other Facility.
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any Event of Default with respect to the Borrower described in Section 7.01(i)9.1.8) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) declare all or any portion of the outstanding principal amount of the Loans and all other Obligations to be due and payablepayable and/or the Commitments to be terminated, whereupon the full unpaid amount of such the Loans and all other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) shall terminate. Notwithstanding anything to the contrary contained herein or in any other Loan Document, the authority to enforce rights and any obligation remedies hereunder and under the other Loan Documents shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, the Administrative Agent in accordance with this Section and at the instruction of the Issuers to make L/C Credit Extensions to be terminatedRequired Lenders for the benefit of all the Lenders; provided, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been takenhowever, require that the Borrower Cash Collateralize foregoing shall not prohibit any Lender from exercising setoff rights in accordance with the L/C Obligations (in an amount equal to the then Outstanding Amount thereof)terms of this Agreement.
Appears in 1 contract
Sources: Credit Agreement (Ingram Micro Inc)
Action if Other Event of Default. If any Event of Default (other than any an Event of Default with respect to the Borrower described in clauses (a) through (e) of Section 7.01(i)8.1.9) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) declare all or any portion of the outstanding principal amount of the Loans and other Obligations (including Reimbursement Obligations) to be due and payable, require the Borrower and the Co-Borrowers to Cash Collateralize all Letter of Credit Outstandings and/or declare the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) shall terminate and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower and the Co-Borrowers shall be obligated to immediately Cash Collateralize the L/C Obligations (in an amount equal to the then Outstanding Amount thereof)all Letter of Credit Outstandings.
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any Event of Default described in clauses (a) through (d) of Section 8.1.9 with respect to the Borrower described in Section 7.01(i)any Obligor) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate. Notwithstanding anything to the contrary contained herein or in any other Loan Document, the authority to enforce rights and remedies hereunder and under the other Loan Documents shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, the Administrative Agent in accordance with this Section and Section 8.2 for the benefit of all the Lenders; and
(c) if the actions described in clause (a) or (b) above have been takenprovided, require however, that the Borrower Cash Collateralize the L/C Obligations (foregoing shall not prohibit any Lender from exercising setoff rights in an amount equal to the then Outstanding Amount thereof)accordance with Section 4.9.
Appears in 1 contract
Action if Other Event of Default. If any Event of Default (other than any Event of Default described in clauses (a) through (d) of Section 8.1.9 with respect to the Borrower described in Section 7.01(i)Borrowers) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) Company declare all or any portion of the outstanding principal amount of the Loans and other Obligations (including Reimbursement Obligations, but excluding Hedging Obligations and Cash Management Obligations) to be due and payablepayable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) shall terminate and any obligation of the Issuers Borrowers shall automatically and immediately be obligated to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate; and
(c) if the actions described in clause (a) or (b) above have been taken, require that the Borrower Cash Collateralize all Letter of Credit Outstandings, and the L/C Obligations (Administrative Agent and the Collateral Agent shall have the right to take any or all actions and exercise any or all remedies available to a secured party under the Loan Documents or applicable law or in an amount equal to the then Outstanding Amount thereof)equity.
Appears in 1 contract
Sources: Credit Agreement (Ferro Corp)
Action if Other Event of Default. If any Event of Default (other than any Event of Default described in clauses (a) through (d) of Section 8.1.9 with respect to the Borrower described in Section 7.01(i)any Obligor) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Administrative Agent, upon the direction of the Requisite Required Lenders, shall by written notice to the Borrower and each Lender:
(a) Borrowers declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable, whereupon the full unpaid amount of such Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment;
(b) declare , and/or, as the case may be, the Commitments (if not theretofore terminated) and any obligation of the Issuers to make L/C Credit Extensions to be terminated, whereupon the Commitments and any obligation of the Issuers to make L/C Credit Extensions shall terminate. Notwithstanding anything to the contrary contained herein or in any other Loan Document, the authority to enforce rights and remedies hereunder and under the other Loan Documents shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, the Administrative Agent in accordance with this Section and Section 8.2 for the benefit of all the Lenders; and
(c) if the actions described in clause (a) or (b) above have been takenprovided, require however, that the Borrower Cash Collateralize the L/C Obligations (foregoing shall not prohibit any Lender from exercising setoff rights in an amount equal to the then Outstanding Amount thereof)accordance with Section 4.9.
Appears in 1 contract