Disposal after Enforcement Action Sample Clauses

Disposal after Enforcement Action. If any assets are sold or otherwise disposed of by (or on behalf of) the Security Trustee or by the Borrower at the request of the Security Trustee (acting on the instructions of or with the consent of the Agent) either as a result of the enforcement of the Transaction Security or a disposal by the Borrower after any Enforcement Action permitted under applicable law and in accordance with the terms of the Finance Documents or (in the case of a Hedge Counterparty) the relevant Hedge Agreement, the Security Trustee shall be authorised (at the cost of the Borrower) to release those assets from the Transaction Security and is authorised to execute or enter into, on behalf of and, without the need for any further authority from any of the Lenders or the Borrower:
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Disposal after Enforcement Action. If any assets are sold or otherwise disposed of by (or on behalf of) the Security Trustee or by the Borrower at the request of the Security Trustee (acting on the instructions of or with the consent of the Agent) either as a result of the enforcement of the Transaction Security or a disposal by the Borrower after any Enforcement Action, the Security Trustee shall be authorised (at the cost of the Borrower) to release those assets from the Transaction Security and is authorised to execute or enter into, on behalf of and, without the need for any further authority from any of the Lenders or the Borrower: 41.2.1 any release of the Transaction Security or any other claim over that asset and to issue any certificates of non-crystallisation of any floating charge that may, in the absolute discretion of the Security Trustee, be considered necessary or desirable; and 41.2.2 if the asset disposed of consists of all of the shares in the capital of the Borrower and if the Security Trustee wishes to dispose of any Liabilities owed by the Borrower, any agreement to dispose of all or part of those Liabilities on behalf of the Finance Parties (with the proceeds thereof being applied as if they were the proceeds of enforcement of the Transaction Security) provided that the Security Trustee shall take reasonable care to obtain a fair market price in the prevailing market conditions (though the Security Trustee shall have no obligation to postpone any disposal in order to achieve a higher price).
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Disposal after Enforcement Action. If any assets are properly sold or otherwise disposed of in compliance with the provisions of this Deed and the relevant Security by a Finance Party (or by a member of the Group at the request of a Finance Party) either as a result of the enforcement of the Security or a disposal by a member of the Group after any Enforcement Action, to the extent necessary to enable such assets to be disposed of free of the Security, each Security Trustee shall release those assets from the Security and shall execute or enter into, on behalf of and, without the need for any further authority from any of the Finance Parties: (a) any release of the Security or any other claim over that asset; and (b) if the asset which is disposed of consists of all of the shares (which are held by a member of the Group) in the capital of a member of the Group or any holding company of a member of the Group, any release of such member of the Group or holding company and any subsidiary of such member of the Group or holding company from all liabilities it may have to any Finance Party, both actual and contingent in its capacity as a guarantor or borrower (including any guarantee or liability arising under or in respect of any Finance Document) and a release of any Security granted by such member of the Group or holding company and any subsidiary of such member of the Group or holding company over any of its assets under any of the Security.
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Disposal after Enforcement Action. If any assets are properly sold or otherwise disposed of in compliance with the provisions of this Deed and the relevant Security by a Finance Party (or by a member of the Group at the request of a Finance Party) either as a result of the enforcement of the Security or a disposal by a member of the Group after any Enforcement Action, to the extent necessary to enable such assets to be disposed of free of the Security, each Security Trustee shall release those assets from the Security and shall execute or enter into, on behalf of and, without the need for any further authority from any of the Finance Parties:
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Related to Disposal after Enforcement Action

  • Enforcement Action The Official Agency will ensure that enforcement action taken is in accordance with Articles 137 and 138 of Regulation (EU) 2017/625. The Official Agency shall ensure the effective and appropriate use of enforcement powers under national food legislation while having due regard for: • the use of available enforcement orders under the Act • food law enforcement policy published by the Authority and • any enforcement guidance agreed between the Authority and the Official Agency. When an enforcement notice is to be served by the Official Agency the content of the notice shall be agreed with the Authority as a matter of urgency, prior to it being served. Draft notices shall be submitted to ▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇ for agreement.

  • Enforcement Actions Each of Moriah and the Notes Collateral Agent agrees not to commence or take any Enforcement Action until an Enforcement Notice has been given by such Enforcing Party to the other Party. Subject to the foregoing, Moriah and the Notes Collateral Agent agree that during an Enforcement Period: (a) Moriah may, at its option, take and continue any Enforcement Action with respect to Moriah Senior Collateral and realize thereon, without the prior written consent of the Notes Collateral Agent, provided that during any Enforcement Period with respect to the Noteholder Senior Collateral, Moriah shall not commence or take any Enforcement Action or realize upon the Noteholder Senior Collateral without the Notes Collateral Agent's prior written consent. (b) Subject to the standstill period described in Section 2.3(e) below, the Notes Collateral Agent may, at its option, take and continue any Enforcement Action with respect to the Noteholder Senior Collateral and realize thereon without the prior written consent of Moriah, provided that during any Enforcement Period with respect to the Moriah Senior Collateral, the Notes Collateral Agent shall not commence or take any Enforcement Action or realize upon any of the Moriah Senior Collateral without Moriah's prior written consent. In furtherance and not in limitation of the foregoing, during an Enforcement Period, the Notes Collateral Agent shall not take any action to enforce its rights under the Lockbox Agreement, whether pursuant to Section 2 thereof or otherwise. (c) If both Moriah and the Notes Collateral Agent elect to proceed with Enforcement Actions, then each shall proceed with the Enforcement Action of any security interests in or liens on any Collateral in which it has a senior lien or security interest, as described in and provided by Section 2.1, without prejudice to the other Party to join in any proceedings. (d) Each Enforcing Party shall so notify the other Party at such time as the Enforcing Party's Claim is Paid in Full. (e) Notwithstanding anything herein to the contrary, but subject to the proviso at the end of this paragraph, the Notes Collateral Agent agrees that, during the first five (5) days of an Enforcement Period (the “Standstill Period”), it shall not take any action to realize on the Noteholder Senior Collateral, so as not to impair the collection by Moriah of Borrower’s outstanding accounts receivable during that period; provided, however, that the Notes Collateral Agent shall be entitled to take such action as it deems necessary in its sole discretion to (i) protect its secured position during the Standstill Period, (ii) protect its interest from claims or liens of third parties or governmental authorities, or (iii) preserve the Noteholder Senior Collateral from deterioration or diminishment.

  • Regulatory Enforcement Actions The Company, the Bank and its other Subsidiaries are in compliance in all material respects with all laws administered by and regulations of any Governmental Agency applicable to it or to them, the failure to comply with which would have a Material Adverse Effect. None of the Company, the Bank, the Company’s or the Bank’s Subsidiaries nor any of their officers or directors is now operating under any restrictions, agreements, memoranda, commitment letter, supervisory letter or similar regulatory correspondence, or other commitments (other than restrictions of general application) imposed by any Governmental Agency, nor are, to the Company’s knowledge, (a) any such restrictions threatened, (b) any agreements, memoranda or commitments being sought by any Governmental Agency, or (c) any legal or regulatory violations previously identified by, or penalties or other remedial action previously imposed by, any Governmental Agency remains unresolved.

  • No Enforcement Actions Notwithstanding Section D of Article V, the Custodian shall not be under any duty or obligation to take action, by legal means or otherwise, to effect collection of any amount, if the Securities upon which such amount is payable are in default, or if payment is refused after due demand or presentation, unless and until (i) it shall be directed to take such action by Written Instructions and (ii) it shall be assured to its satisfaction (including prepayment thereof) of reimbursement of its costs and expenses in connection with any such action.

  • ADDITIONAL ENFORCEMENT ACTIONS Upon a determination by the Director that there is a threat to the public health or the environment, or upon discovery of any new information, RIDEM reserves the right to take additional enforcement actions as provided by law or regulation, including, but not limited to, the issuance of “Immediate Compliance Orders” as authorized by R.I. Gen. Laws Section 42-17.1- 2(21). This Agreement shall not restrict any right to hearing or other right available by statute or regulation that the Respondents may have regarding any new enforcement action commenced by RIDEM after the execution of this Agreement.