Covenant Not to ▇▇▇. Each Loan Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, or otherwise) any Releasee on the basis of any Claim released, remised, and discharged by any Releasing Party pursuant to Section 7.6 above. If any Releasing Party violates the foregoing covenant, each Loan Party, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 5 contracts
Sources: Forbearance Agreement (Essex Rental Corp.), Forbearance Agreement (Essex Rental Corp.), Forbearance Agreement (Essex Rental Corp.)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 3 contracts
Sources: Loan Agreement and Forbearance Agreement (School Specialty Inc), Loan Agreement and Forbearance Agreement (School Specialty Inc), Loan Agreement and Forbearance Agreement (School Specialty Inc)
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 6.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 3 contracts
Sources: Forbearance Agreement (Dialogic Inc.), Forbearance Agreement (Dialogic Inc.), Forbearance Agreement (Dialogic Inc.)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 3 contracts
Sources: Loan Agreement and Forbearance Agreement (School Specialty Inc), Loan Agreement and Forbearance Agreement (School Specialty Inc), Loan Agreement and Forbearance Agreement (School Specialty Inc)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 2 contracts
Sources: Amendment No. 3 and Forbearance Agreement (Cti Industries Corp), Credit Agreement (Enphase Energy, Inc.)
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party Borrower or any Guarantor pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower and each Guarantor, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, agents and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 2 contracts
Sources: Forbearance Agreement and Third Amendment to Second Amended and Restated Loan and Security Agreement (Wabash National Corp /De), Forbearance Agreement and Loan and Security Agreement (Wabash National Corp /De)
Covenant Not to ▇▇▇. Each Loan Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, or otherwise) any Releasee on the basis of any Claim released, remised, and discharged by any Releasing Party pursuant to Section 7.6 6.6 above. If any Releasing Party violates the foregoing covenant, each Loan Party, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 2 contracts
Sources: Forbearance Agreement (Essex Rental Corp.), Forbearance Agreement (Essex Rental Corp.)
Covenant Not to ▇▇▇. Each Loan Party of the Borrower and its Subsidiaries, on behalf of itself and its successors, assigns, and other legal representatives, hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee Released Party that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee Released Party on the basis of any Claim claim released, remised, remised and discharged by any Releasing Party the Borrower and its Subsidiaries pursuant to Section 7.6 7 above. If any Releasing Party of the Borrower, its Subsidiaries or any of their respective successors, assigns or other legal representations violates the foregoing covenant, each Loan Partyof the Borrower and its Subsidiaries, for itself and its successors successors, assigns and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, and other representatives, agrees to pay, in addition to such other damages as any Releasee Released Party may sustain as a result of such violation, all reasonable attorneys' ’ fees and costs incurred by any Releasee Released Party as a result of such violation.
Appears in 2 contracts
Sources: Credit Agreement (Gray Television Inc), Credit Agreement (Gray Television Inc)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan Party, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 2 contracts
Sources: Forbearance Agreement (Fenix Parts, Inc.), Forbearance Agreement (Fenix Parts, Inc.)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee Released Party that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee Released Party on the basis of any Released Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 5 above. If any Releasing Party violates the foregoing covenant, each Loan any Released Party, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee Released Party may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee Released Party as a result of such violation.
Appears in 1 contract
Sources: Settlement Agreement
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Covenant Not to ▇▇▇. Each Loan Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee Released Party that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, or otherwise) any Releasee Released Party on the basis of any Claim Released Matter released, remised, and discharged by any Releasing such Loan Party pursuant to Section 7.6 above. If any Releasing Loan Party violates the foregoing covenant, each Loan PartyParty , for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, and other representatives, agrees to pay, in addition to such other damages as any Releasee Released Party may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee Released Party as a result of such violation.
Appears in 1 contract
Sources: Forbearance Agreement (Amyris, Inc.)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 7 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Sources: Credit Agreement (Team Inc)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 above8.6 above except with respect to conduct constituting gross negligence or willful misconduct. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Sources: Limited Waiver, Consent, Amendment No. 5 and Forbearance Agreement (Cti Industries Corp)
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Sources: Amendment No. 4 and Forbearance Agreement (Katy Industries Inc)
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Sources: Amendment and Forbearance Agreement (Clark Holdings Inc.)
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Sources: Debtor in Possession Credit Agreement (School Specialty Inc)
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 4.7 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Sources: Forbearance Agreement and Credit Agreement (Clark Holdings Inc.)
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 8.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 9.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' ’ fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Covenant Not to ▇▇▇. Each Loan Releasing Party hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, proceeding or otherwise) any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 6.6 above. If any Releasing Party violates the foregoing covenant, each Loan Party, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract
Covenant Not to ▇▇▇. Each Loan Party The Company hereby absolutely, unconditionally and irrevocably covenants and agrees with and in favor of each Releasee Released Party that it will not ▇▇▇ (at law, in equity, in any regulatory proceeding, or otherwise) any Releasee Released Party on the basis of any Claim Released Matter released, remised, and discharged by any Releasing Party the Company pursuant to Section 7.6 8.6 above. If any Releasing Party the Company violates the foregoing covenant, each Loan Partythe Company, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, and other representatives, agrees to pay, in addition to such other damages as any Releasee Released Party may sustain as a result of such violation, all attorneys' fees and costs incurred by any Releasee Released Party as a result of such violation.
Appears in 1 contract
Covenant Not to ▇▇▇. Each Loan Party of the Releasing Parties hereby absolutely, unconditionally and irrevocably irrevocably, covenants and agrees with and in favor of each Releasee that it will not ▇▇▇ (▇, including without limitation at law, in equity, in any regulatory proceeding, proceeding or otherwise) otherwise any Releasee on the basis of any Claim released, remised, remised and discharged by any Releasing Party pursuant to Section 7.6 6.6 above. If any Releasing Party violates the foregoing covenant, each Loan PartyBorrower, for itself and its successors and assigns, and its present and former members, managers, shareholders, affiliates, subsidiaries, divisions, predecessors, directors, officers, attorneys, employees, agents, legal representatives, representatives and other representatives, agrees to pay, in addition to such other damages as any Releasee may sustain as a result of such violation, all attorneys' legal fees and costs incurred by any Releasee as a result of such violation.
Appears in 1 contract