Grantor’s Obligations Upon Event of Default. Upon the request of the Lender after the occurrence and during the continuation of an Event of Default, each Grantor will: (a) assemble and make available to the Lender the Collateral and all books and records relating thereto at any place or places specified by the Lender, whether at a Grantor’s premises or elsewhere; (b) permit the Lender, by the Lender’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy; (c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender may request, all in form and substance reasonably satisfactory to the Lender, and furnish to the Lender, or cause an issuer of Pledged Collateral to furnish to the Lender, any information regarding the Pledged Collateral in such detail as the Lender may specify; (d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender to consummate a public sale or other disposition of the Pledged Collateral; and (e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Lender, at any time, and from time to time, promptly upon the Lender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.
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Grantor’s Obligations Upon Event of Default. Upon the request of the Lender Collateral Agent (at the written direction of the Holders of a majority in aggregate principal amount of the Notes then outstanding) after the occurrence and during the continuation of an Event of DefaultDefault which is continuing, each Grantor willshall:
(a) assemble and make available to the Lender Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the LenderCollateral Agent, whether at a Grantor’s premises or elsewhere;
(b) permit the LenderCollateral Agent, by the LenderCollateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy;
(c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender Collateral Agent may requestrequest (at the written direction of the Holders of a majority in aggregate principal amount of the Notes then outstanding), all in form and substance reasonably satisfactory to the LenderHolders of a majority in aggregate principal amount of the Notes then outstanding and the Collateral Agent, and furnish to the LenderCollateral Agent, or cause an issuer of Pledged Collateral to furnish to the LenderCollateral Agent, any information regarding the Pledged Collateral in such detail as the Lender Collateral Agent may specify;; and
(d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and
(e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Lender, at any time, and from time to time, promptly upon the Lender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.
Appears in 1 contract
Sources: Pledge and Security Agreement (Turning Point Brands, Inc.)
Grantor’s Obligations Upon Event of Default. Upon the request of the Lender Administrative Agent after the occurrence and during the continuation continuance of an Event of Default, each Grantor will:
(a) assemble and make available to the Lender Administrative Agent the Collateral and all books and records relating thereto at any place or places reasonably specified by the LenderAdministrative Agent, whether at a Grantor’s premises or elsewhere;
(b) permit the LenderAdministrative Agent, by the LenderAdministrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy;
(c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender Administrative Agent may request, all in form and substance reasonably satisfactory to the LenderAdministrative Agent, and furnish to the LenderAdministrative Agent, or cause an issuer of Pledged Collateral to furnish to the LenderAdministrative Agent, any information regarding the Pledged Collateral in such detail as the Lender Administrative Agent may specify;
(d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and;
(e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Administrative Agent and each Lender, at any time, and from time to time, promptly upon the LenderAdministrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts; and
(f) deliver to the Administrative Agent the originals or copies of all customer contracts constituting Collateral.
Appears in 1 contract
Sources: Pledge and Security Agreement (Natural Gas Services Group Inc)
Grantor’s Obligations Upon Event of Default. Upon the request of the Lender after the occurrence and Administrative Agent during the continuation existence of an Event of Default, each Grantor will:
(a) assemble and make available to the Lender Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the LenderAdministrative Agent, whether at a Grantor’s premises or elsewhere;
(b) permit the LenderAdministrative Agent, by the LenderAdministrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy;
(c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender Administrative Agent may request, all in form and substance reasonably satisfactory to the LenderAdministrative Agent, and furnish to the LenderAdministrative Agent, or cause an issuer of Pledged Collateral to furnish to the LenderAdministrative Agent, any information regarding the Pledged Collateral in such detail as the Lender Administrative Agent may specify;
(d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and
(e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Administrative Agent and each Lender, at any time, and from time to time, promptly upon the LenderAdministrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.
Appears in 1 contract
Grantor’s Obligations Upon Event of Default. Upon the request of the Lender Administrative Agent after the occurrence and during the continuation continuance of an Event of Default, each Grantor will:
(a) assemble and make available to the Lender Administrative Agent the Collateral and all books and records relating thereto at any place or places specified by the LenderAdministrative Agent, whether at a such Grantor’s premises or elsewhere;
(b) permit the LenderAdministrative Agent, by the LenderAdministrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy;
(c) subject to the prior notice requirements of Section 4.6(d)(ii) and Section 5.2(a)(v), prepare and file, or cause an issuer that is a Subsidiary (or use reasonable best efforts to cause an issuer that is not a Subsidiary of a Grantor) of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender Administrative Agent may request, all in form and substance reasonably satisfactory to the LenderAdministrative Agent, and furnish to the LenderAdministrative Agent, or cause an issuer of Pledged Collateral to furnish to the LenderAdministrative Agent, any information regarding the Pledged Collateral in such detail as the Lender Administrative Agent may specify;
(d) subject to the prior notice requirements of Section 4.6(d)(ii) and Section 5.2(a)(v), take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and
(e) at its own expense, cause the independent certified public accountants then engaged by each Grantor or its parent, as applicable, to prepare and deliver to the Administrative Agent and each Lender, at any time, and from time to time, promptly upon the LenderAdministrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.
Appears in 1 contract
Grantor’s Obligations Upon Event of Default. Upon the request of the Lender after the occurrence and Administrative Agent during the continuation of an Event of Default, each Grantor will:
(a) assemble and make available to the Lender Administrative Agent the Collateral and all books and records Records relating thereto at any place or places specified by the LenderAdministrative Agent, whether at a such Grantor’s premises or elsewhere;
(b) permit the LenderAdministrative Agent, by the LenderAdministrative Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records Records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records Records relating thereto, or both, to remove all or any part of the Collateral or the books and records Records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the such Grantor for such use and occupancy; provided such Grantor shall be permitted a reasonable period of time to make copies of the Collateral or the books and Records related thereto, as applicable, prior to removal;
(c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender Administrative Agent may request, all in form and substance reasonably satisfactory to the LenderAdministrative Agent, and furnish to the LenderAdministrative Agent, or cause an issuer of Pledged Collateral to furnish to the LenderAdministrative Agent, any information regarding the Pledged Collateral in such detail as the Lender Administrative Agent may specify;
(d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender Administrative Agent to consummate a public sale or other disposition of the Pledged Collateral; and
(e) at its own expense, cause the independent certified public accountants then engaged by each such Grantor to prepare and deliver to the LenderAdministrative Agent and each other Secured Party, at any time, and from time to time, promptly upon the LenderAdministrative Agent’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.
Appears in 1 contract
Sources: Pledge and Security Agreement (Heartland Payment Systems Inc)
Grantor’s Obligations Upon Event of Default. Upon the request of the Lender Collateral Agent after the occurrence and during the continuation of an Event of DefaultDefault which is continuing, each Grantor willshall:
(a) assemble and make available to the Lender Collateral Agent the Collateral and all books and records relating thereto at any place or places specified by the LenderCollateral Agent, whether at a Grantor’s premises or elsewhere;
(b) permit the LenderCollateral Agent, by the LenderCollateral Agent’s representatives and agents, to enter, occupy and use any premises where all or any part of the Collateral, or the books and records relating thereto, or both, are located, to take possession of all or any part of the Collateral or the books and records relating thereto, or both, to remove all or any part of the Collateral or the books and records relating thereto, or both, and to conduct sales of the Collateral, without any obligation to pay the Grantor for such use and occupancy;
(c) prepare and file, or cause an issuer of Pledged Collateral to prepare and file, with the Securities and Exchange Commission or any other applicable government agency, registration statements, a prospectus and such other documentation in connection with the Pledged Collateral as the Lender Collateral Agent may request, all in form and substance reasonably satisfactory to the LenderCollateral Agent, and furnish to the LenderCollateral Agent, or cause an issuer of Pledged Collateral to furnish to the LenderCollateral Agent, any information regarding the Pledged Collateral in such detail as the Lender Collateral Agent may specify;; and
(d) take, or cause an issuer of Pledged Collateral to take, any and all actions necessary to register or qualify the Pledged Collateral to enable the Lender Collateral Agent to consummate a public sale or other disposition of the Pledged Collateral; and
(e) at its own expense, cause the independent certified public accountants then engaged by each Grantor to prepare and deliver to the Lender, at any time, and from time to time, promptly upon the Lender’s request, the following reports with respect to the applicable Grantor: (i) a reconciliation of all Accounts; (ii) an aging of all Accounts; (iii) trial balances; and (iv) a test verification of such Accounts.
Appears in 1 contract
Sources: Pledge and Security Agreement (Turning Point Brands, Inc.)