Common use of Actions of Agent Clause in Contracts

Actions of Agent. If an Event of Default shall have occurred and be continuing hereunder, the Agent shall, at the direction of the Controlling Party, do one of the following: (a) declare the entire unpaid principal amount of the Loan, all interest accrued and unpaid thereon and all other amounts payable under this Loan Agreement and the other Loan Documents to become immediately due and payable; (b) either on its own or through an agent, take possession of and sell the Collateral pursuant to Section 9.15, provided, however, that neither the Agent nor any collateral agent may sell or otherwise liquidate the Collateral unless either (i) the proceeds of such sale or liquidation are sufficient to discharge in full the amounts then due and unpaid upon the Loan for principal and accrued interest and the fees and all other amounts required to be paid pursuant to the Priority of Payments, as applicable, or (ii) so long as the Guarantee Issuance Agreement remains in effect and the Guarantor has made all required payments pursuant to the Guarantee Issuance Agreement, the Guarantor consents thereto; (c) institute Proceedings for collection of amounts due on the Loan or under this Loan Agreement by automatic acceleration or otherwise, or if no such acceleration or collection efforts have been made, or if such acceleration or collection efforts have been made, but have been annulled or rescinded, the Agent may elect to take possession of the Collateral and collect or cause the collection of the proceeds thereof and apply such proceeds in accordance with the applicable provisions of this Loan Agreement; (d) enforce any judgment obtained and collect any amounts adjudged from the Borrower; (e) institute any Proceedings for the complete or partial foreclosure of the Lien created by the Agreement with respect to the Collateral; and (f) protect the rights of the Agent and the Lender by taking any appropriate action including exercising any remedy of a secured party under the UCC or any other Applicable Law. Notwithstanding the foregoing, upon the occurrence of an Event of Default of the type described in clause (c) of the definition thereof, the Outstanding Loan Balance, all interest accrued and unpaid thereon and all other amounts payable under the Agreement and the other Loan Documents shall automatically become immediately due and payable.