Common use of Marshalling; Payments Set Aside Clause in Contracts

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 18 contracts

Sources: Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.), Credit and Guaranty Agreement (Valeant Pharmaceuticals International, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 15 contracts

Sources: Superpriority Senior Secured Debtor in Possession Credit and Guaranty Agreement (J C Penney Co Inc), Credit and Guaranty Agreement (TerraForm Power, Inc.), Credit Agreement (Molycorp, Inc.)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Secured Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any the Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 14 contracts

Sources: Credit Agreement (Virtu Financial, Inc.), Credit Agreement (Virtu Financial, Inc.), Credit Agreement

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders any Lender (or to the Administrative Agent, on behalf of the Lenders), or any Agent or Lenders enforce any Lender enforces any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy lawDebtor Relief Law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 12 contracts

Sources: Restructuring Support Agreement (2U, Inc.), Debt and Guaranty Agreement (2U, Inc.), Credit and Guaranty Agreement (2U, Inc.)

Marshalling; Payments Set Aside. Neither any No Agent nor or any Lender shall will be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any the Administrative Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law law, any equitable cause or any equitable causeintercreditor arrangement contemplated hereunder, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall will be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 11 contracts

Sources: Credit and Guaranty Agreement (Artivion, Inc.), Credit and Guaranty Agreement (Bioventus Inc.), Credit and Guaranty Agreement (Artivion, Inc.)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 11 contracts

Sources: Financing Agreement (BridgeBio Pharma, Inc.), Financing Agreement (Fibrogen Inc), Loan Agreement (Arrowhead Pharmaceuticals, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 9 contracts

Sources: Amendment No. 4 to Amended and Restated Credit and Guaranty Agreement (PLBY Group, Inc.), Credit and Guaranty Agreement (PLBY Group, Inc.), Credit and Guaranty Agreement (PLBY Group, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent Administrative Agent, Collateral Agent, or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside aside, and/or required to be repaid to a trustee, receiver receiver, or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law law, or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights rights, and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 9 contracts

Sources: Credit Agreement (B. Riley Financial, Inc.), Abl Credit Agreement (B. Riley Financial, Inc.), Credit Agreement (Franchise Group, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 9 contracts

Sources: Credit Agreement (Apollo Debt Solutions BDC), Credit Agreement (Kennedy Lewis Capital Co), First Amendment to First Amended and Restated Credit Agreement (New Mountain Private Credit Fund)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 8 contracts

Sources: Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)

Marshalling; Payments Set Aside. Neither None of any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf for the benefit of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 7 contracts

Sources: Credit and Guaranty Agreement (Veritone, Inc.), Credit and Guaranty Agreement (Veritone, Inc.), Credit and Guaranty Agreement (Karyopharm Therapeutics Inc.)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 7 contracts

Sources: Credit Agreement (Rose Hills Co), Credit Agreement (Equity Marketing Inc), Credit Agreement (CFP Holdings Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 7 contracts

Sources: First Amendment to and Waiver Under Second Amended and Restated Financing Agreement (Firefly Aerospace Inc.), Financing Agreement (Firefly Aerospace Inc.), Financing Agreement (Danimer Scientific, Inc.)

Marshalling; Payments Set Aside. Neither any No Agent nor any or Lender shall be under any obligation to marshal any assets in favor of any the Credit Party Parties or any other Person or against or in payment of any or all of the Obligations. To the extent that any the Credit Party makes Parties make a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), ) or any the Administrative Agent or the Lenders enforce any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 6 contracts

Sources: Credit Agreement (Assurant, Inc.), Credit Agreement (Assurant, Inc.), Term Loan Agreement (Assurant Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 6 contracts

Sources: Credit and Guaranty Agreement (1847 Goedeker Inc.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 6 contracts

Sources: Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.), Credit Agreement (Engility Holdings, Inc.)

Marshalling; Payments Set Aside. Neither any No Agent nor any or Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), ) or any the Administrative Agent or the Lenders enforce any security interests or exercise exercises their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 6 contracts

Sources: Credit Agreement (Hospira Inc), Credit Agreement (Hospira Inc), Credit Agreement (Hospira Inc)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against against, or in payment of of, any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff, or any part thereof thereof, are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation Obligation, or part thereof thereof, originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect effect, as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 6 contracts

Sources: Revolving Credit and Guaranty Agreement (Cit Group Inc), Revolving Credit and Guaranty Agreement (Cit Group Inc), Revolving Credit and Guaranty Agreement (Cit Group Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable causecause or otherwise (and whether as a result of any demand, settlement, litigation or otherwise), then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 5 contracts

Sources: Credit and Guaranty Agreement (Bell Powersports, Inc.), Credit and Guaranty Agreement (Kraton Polymers LLC), Credit and Guaranty Agreement (Easton-Bell Sports, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 5 contracts

Sources: Credit Agreement (Regal Entertainment Group), Credit Agreement (Regal Entertainment Group), Credit Agreement (Regal Entertainment Group)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender Holder shall be under any obligation to marshal any assets in favor of any Credit Note Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Note Party makes a payment or payments to the Administrative Agent or Lenders Holders (or to the Administrative Agent, on behalf of LendersHolders), or any the Administrative Agent or Lenders Holders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 5 contracts

Sources: Note Purchase Agreement (Energy & Exploration Partners, Inc.), Note Purchase Agreement (Energy & Exploration Partners, Inc.), Note Purchase Agreement (Energy & Exploration Partners, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived automatically reinstated and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 5 contracts

Sources: Amended and Restated Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp), Senior Secured Term Loan Facility Agreement (Ocwen Financial Corp), Senior Secured Term Loan Facility Agreement (Home Loan Servicing Solutions, Ltd.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 5 contracts

Sources: Credit Agreement (Edwards Group LTD), Credit Agreement (Generac Holdings Inc.), Credit Agreement (Generac Holdings Inc.)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Borrowers or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes the Borrowers make a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf Agent for the benefit of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 5 contracts

Sources: Construction Loan Agreement (Las Vegas Sands Inc), Ff&e Facility Credit Agreement (Las Vegas Sands Corp), Credit Agreement (Las Vegas Sands Corp)

Marshalling; Payments Set Aside. Neither any the Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative the Agent or the Lenders (or to Administrative the Agent, on behalf of the Lenders), or any the Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver, monitor, receiver and manager and interim receiver or any other party under any bankruptcy law, any other state, provincial, territorial or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 5 contracts

Sources: Credit Agreement (Team Inc), Second Lien Term Loan Credit Agreement (Team Inc), Second Lien Term Loan Credit Agreement (Team Inc)

Marshalling; Payments Set Aside. Neither any No Holder or Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of the Company, any Credit Party Guarantor or any other Person party or against or in payment of any or all of the Obligationsobligations. To the extent that the Company or any Credit Party Guarantor makes a payment or payments to Administrative Agent or Lenders any Holder (or to Administrative Agent, on behalf the Collateral Agent for the benefit of LendersHolders), or any Holder or Collateral Agent or Lenders enforce enforces any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 4 contracts

Sources: Second Lien Subordinated Note Purchase Agreement (NextWave Wireless Inc.), Third Lien Subordinated Exchange Note Exchange Agreement (Manchester Financial Group, LP), Third Lien Subordinated Exchange Note Exchange Agreement (NextWave Wireless Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the ObligationsObligations under the Loan Documents. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 4 contracts

Sources: Credit Agreement (PVH Corp. /De/), Credit Agreement (PVH Corp. /De/), Credit Agreement (PVH Corp. /De/)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 4 contracts

Sources: Credit Agreement (Thoratec Corp), Credit Agreement (Eldorado Resorts LLC), Credit Agreement (Circus Circus Enterprises Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender Bank shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders the Banks (or to the Administrative Agent, on behalf of Lendersthe Banks), or any the Administrative Agent or Lenders the Banks enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 4 contracts

Sources: Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to Administrative Agent, on behalf of the Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their its rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy lawBankruptcy Law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 4 contracts

Sources: Registration Rights Agreement (Crestview Partners III GP, L.P.), Senior Secured Term Loan Credit Agreement (U.S. Well Services, Inc.), Senior Secured Term Loan Credit Agreement (U.S. Well Services, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 4 contracts

Sources: Debtor in Possession Credit Agreement (Tuesday Morning Corp/De), Commitment Letter (Tuesday Morning Corp/De), Credit Agreement (Tuesday Morning Corp/De)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests Liens or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Second Lien Credit and Guaranty Agreement (Movie Gallery Inc), First Lien Credit and Guaranty Agreement (Movie Gallery Inc), Revolving Credit and Guaranty Agreement (Movie Gallery Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Borrower Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Borrower Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, Agent on behalf of the Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Term Loan Credit Agreement (Fly Leasing LTD), Term Loan Credit Agreement (Fly Leasing LTD), Term Loan Credit Agreement (Fly Leasing LTD)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Secured Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative any Agent or Lenders (or to Administrative an Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit Agreement (Mavenir Private Holdings II Ltd.), Credit Agreement (Affinity Gaming), Credit Agreement (Affinity Gaming)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit Agreement (Blue Owl Technology Finance Corp.), Credit Agreement and Margining Agreement (Blue Owl Technology Income Corp.), Credit Agreement (Owl Rock Technology Income Corp.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit and Guaranty Agreement (Solera Holdings, Inc), First Lien Credit and Guaranty Agreement (Solera Holdings, Inc), Credit and Guaranty Agreement (Hologic Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender Bank shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders Banks (or to Administrative Agent, on behalf of LendersBanks), or any Administrative Agent or Lenders Banks enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender Party shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or Lenders the Lender Parties (or to Administrative Agent, on behalf of Lendersthe Lender Parties), or any Agent or Lenders enforce Lender Party enforces any security interests or exercise their its rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit and Guaranty Agreement (Enviva Partners, LP), Credit and Guaranty Agreement (Enviva Partners, LP), First Lien Credit and Guaranty Agreement (Talen Energy Supply, LLC)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person person or against or in payment of any or all of the Secured Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.), Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.), Credit Agreement (Ollie's Bargain Outlet Holdings, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, Agent on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit and Guaranty Agreement (Covia Holdings Corp), Term Loan Credit and Guaranty Agreement (Fairmount Santrol Holdings Inc.), Revolving Credit and Guaranty Agreement (Fairmount Santrol Holdings Inc.)

Marshalling; Payments Set Aside. Neither any Administrative Agent, nor Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Company or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative either Agent or Lenders (or to Administrative Agent, on behalf either Agent for the benefit of Lenders), or any either Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit Agreement (NXS I LLC), Credit Agreement (Amphenol Corp /De/), Credit Agreement (Amphenol Corp /De/)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrowers or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes Borrowers make a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit Agreement (Las Vegas Sands Inc), Credit Agreement (Grand Canal Shops Mall Construction LLC), Credit Agreement (Bristol Hotels & Resorts Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Obligor or any other Person person or against or in payment of any or all of the Secured Obligations. To the extent that any Credit Party Obligor makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 3 contracts

Sources: Credit Agreement (Milacron Holdings Corp.), Credit Agreement (Milacron Holdings Corp.), Term Loan Agreement (Milacron Holdings Corp.)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Financing Agreement (Tg Therapeutics, Inc.), Financing Agreement (Clovis Oncology, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Company or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf Agent or Collateral Agent for the benefit of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Second Lien Credit Agreement (Transportation Technologies Industries Inc), Credit Agreement (Transportation Technologies Industries Inc)

Marshalling; Payments Set Aside. Neither any Agent nor the Agents not any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Obligors or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Obligor makes a payment or payments to the Administrative Agent or Lenders any Lender (or to the Administrative Agent, on behalf Agent for the benefit of Lendersany Lender), or any the Administrative Agent or Lenders enforce any Lender enforces any security interests interest or exercise their exercises rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liensliens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement (Baker J Inc), Credit Agreement (Baker J Inc)

Marshalling; Payments Set Aside. Neither None of any Agent Agent, Arranger nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guarantee Agreement (Kraton Corp), Credit and Guarantee Agreement (Kraton Performance Polymers, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender other Secured Party shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative the Facility Agent or Lenders (or to Administrative the Facility Agent, on behalf of the Lenders)) or any other Secured Party, or any Agent or Lenders enforce any security interests other Secured Party enforces any Lien or exercise their exercises its rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof thereof, are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial or federal law, common applicable law relating to a Bankruptcy Event or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement, Credit Agreement (Home Inns & Hotels Management Inc.)

Marshalling; Payments Set Aside. Neither any No Agent nor any or Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Borrower or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Borrower makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), ) or any the Administrative Agent or the Lenders enforce any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement (Assurant Inc), Credit Agreement (Assurant Inc)

Marshalling; Payments Set Aside. Neither any No Agent nor any or Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative any Agent or Lenders any Lender (or to Administrative Agent, on behalf for the benefit of Lendersany Lender), or any Agent or Lenders enforce any security interests Lender enforces any Liens or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Lifecore Biomedical, Inc. \De\), Credit and Guaranty Agreement (Landec Corp \Ca\)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other stateforeign or domestic, provincial, territorial federal or federal state law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: First Lien Credit and Guaranty Agreement (Vonage Holdings Corp), Second Lien Credit and Guaranty Agreement (Vonage Holdings Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (AbitibiBowater Inc.), Credit and Guaranty Agreement (AbitibiBowater Inc.)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any the Administrative Agent or Lenders enforce any security interests Liens or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Loan and Security Agreement (Horizon Pharma, Inc.), Loan and Security Agreement (Horizon Pharma, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Collateral Agent, Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable causecause (whether by demand, settlement, litigation or otherwise), then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Equinix Inc), Credit and Guaranty Agreement (Equinix Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent Agents or Lenders (or to Administrative any Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Financing Agreement (Global Geophysical Services Inc), Financing Agreement (Global Geophysical Services Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Borrower or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Margin Loan Agreement (Sunedison, Inc.), Credit Agreement (Crosstex Energy Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Agent Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement (Sybron Dental Specialties Inc), Credit Agreement (Sybron Dental Specialties Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders Secured Parties (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Agent Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement (EngageSmart, LLC), Credit Agreement (EngageSmart, LLC)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Credit Document Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Euramax International, Inc.), Credit and Guaranty Agreement (Euramax International, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial provincial or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (NewPage CORP), Revolving Credit and Guaranty Agreement (NewPage CORP)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender No Secured Party shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party a Obligor makes a payment or payments to Administrative Agent or Lenders any Secured Party (or to Administrative Agent, on behalf Agent for the benefit of LendersSecured Parties), or any Agent or Lenders enforce Secured Party enforces any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Second Lien Credit Agreement (Beasley Broadcast Group Inc), Credit Agreement (Beasley Broadcast Group Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Company or any other Person or against or in payment of any or all of the ObligationsObligations or any other amount due hereunder. To the extent that any Credit Party Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Paying Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement (Enova International, Inc.), Credit Agreement (Enova International, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Hamilton Lane INC), Credit and Guaranty Agreement (Hamilton Lane INC)

Marshalling; Payments Set Aside. Neither any None of Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Bridge Credit and Guaranty Agreement (Leonardo DRS, Inc.), Term Loan Agreement (Pioneer Energy Services Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Obligor or any other Person or against or in payment of any or all of the Term Loan Obligations. To the extent that any Credit Party Obligor makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any the Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit and Guaranty Agreement (Tesoro Petroleum Co Inc), Credit Agreement (Calpine Corp)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of Lenders), or any the Administrative Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy lawDebtor Relief Law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 2 contracts

Sources: Credit Agreement (MSP Recovery, Inc.), Credit Agreement (MSP Recovery, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any the Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Castle a M & Co)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent Agent, or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Aurora Diagnostics Holdings LLC)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders any Lender (or to Administrative Agent, on behalf of Lendersany Lender), or any Agent or Lenders enforce Lender enforces any security interests or exercise their rights exercises any right of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial State or federal Federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Term Loan and Guaranty Agreement (TerraForm Power, Inc.)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders Lender enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Och-Ziff Capital Management Group LLC)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative any Agent or Lenders Lender (or to Administrative Agent, on behalf any Agent for the benefit of Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their exercises its rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (Safeway Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or the Lenders (or to Administrative Agent, on behalf of the Lenders), or any Agent or Lenders enforce any Lender enforces any security interests or exercise their rights exercises any right of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 1 contract

Sources: Senior Secured Super Priority Debtor in Possession Credit and Guaranty Agreement (California Coastal Communities Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any A&R FIRST LIEN CREDIT AND GUARANTY AGREEMENT bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor therefore or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (American Reprographics CO)

Marshalling; Payments Set Aside. Neither any No Agent nor any or Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Tumi Holdings, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent Agent, or Lenders (or to Administrative Agent, on behalf of Lenders), or any Agent Administrative Agent, Collateral Agent, or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (OneWater Marine Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy lawLaw, any other state, provincial, territorial state or federal lawLaw, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Tekoil & Gas Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy lawDebtor Relief Law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (21st Century Oncology Holdings, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Company or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf Agent or Collateral Agent for the benefit of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related Related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (Wellman North America Inc)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lenders), or any the Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Visteon Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Loan Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any Agent or Lenders enforce Lender enforces any security interests or exercise their its rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 1 contract

Sources: Second Lien Credit and Guaranty Agreement (US Power Generating CO)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender None of Agents or Lenders shall be under any obligation to marshal any assets in favor of any Credit Party either Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party a Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Agent of Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (Manufacturers Services LTD)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person Guarantor or Loan Party, or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative Agent or Lenders any Lender (or to Administrative Agent, on behalf Agent for the benefit of Lendersany Lender), or any Agent or Lenders enforce any Lender enforces any security interests or exercise their exercises its rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable causecase, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liensliens, security interests, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Revolving Line of Credit Agreement (Hawaiian Telcom Holdco, Inc.)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (Unitrin Inc)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, Agent on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part 107 EXECUTION 114 thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Allegiance Telecom Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent Agents or Lenders (or to Administrative AgentAgents, on behalf of Lenders), or any Agent Administrative Agents or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Gentek Inc)

Marshalling; Payments Set Aside. Neither any No Holder or Collateral Agent nor any Lender shall be under any obligation to marshal any assets in favor of Parent, any Credit Party Guarantor or any other Person party or against or in payment of any or all of the Obligationsobligations. To the extent that Parent or any Credit Party Guarantor makes a payment or payments to Administrative Agent or Lenders any Holder (or to Administrative Agent, on behalf the Collateral Agent for the benefit of LendersHolders), or any Holder or Collateral Agent or Lenders enforce enforces any security interests or exercise exercises their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Third Lien Subordinated Exchange Agreement (NextWave Wireless Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on 112 behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Ipc Acquisition Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Borrower makes a payment or payments to Administrative the Agent or the Lenders (or to Administrative Agent, on behalf the Agent for the benefit of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (Behringer Harvard Opportunity REIT I, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent, Collateral Agent or Lenders (or to Administrative Agent, Agent or Collateral Agent on behalf of Lenders), or any Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Second Lien Credit and Guaranty Agreement (Dura Automotive Systems Inc)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Loan Party or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Company makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lendersthe Secured Creditors), or any Agent Administrative or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party similar official in respect of a Loan Party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Superpriority Debtor in Possession Credit Agreement (Propex Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal 115 law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Focal Communications Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Company or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Company makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf Agent or Collateral Agent for the benefit of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (Microclock Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be -100- revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (RLJ Entertainment, Inc.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent, Collateral Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal Federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Debtor in Possession Credit and Guaranty Agreement (Syntax-Brillian Corp)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to Administrative Agent, Collateral Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Entravision Communications Corp)

Marshalling; Payments Set Aside. Neither any Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party Borrower makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf Agent for the benefit of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights 149 and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Credit Agreement (CFP Holdings Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party Restricted Person or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party Restricted Person makes a payment or payments to Administrative Agent or Lenders (or to Administrative Agent, on behalf of Lenders), or any Administrative Agent or Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 1 contract

Sources: Credit and Guaranty Agreement (Energy Transfer Partners, L.P.)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party the Borrower or any other Person party or against or in payment of any or all of the Obligations. To the extent that any Credit Party the Borrower makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf Agent for the benefit of the Lenders), or any Agent or the Lenders enforce any security interests or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Loan Agreement (Nextcard Inc)

Marshalling; Payments Set Aside. Neither any Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or the Lenders (or to the Administrative Agent, on behalf of the Lenders), or any the Administrative Agent or the Lenders enforce any security interests or exercise their rights of set-off, and such payment or payments or the proceeds of such enforcement or set-off or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off had not occurred.

Appears in 1 contract

Sources: Senior Credit and Guaranty Agreement (Pogo Producing Co)

Marshalling; Payments Set Aside. Neither any the Administrative Agent nor any Lender shall be under any obligation to marshal any assets in favor of any Credit Party or any other Person or against or in payment of any or all of the Obligations. To the extent that any Credit Party makes a payment or payments to the Administrative Agent or Lenders (or to the Administrative Agent, on behalf of Lendersthe Secured Parties), or any the Administrative Agent or Lenders enforce any security interests Liens or exercise their rights of set-offsetoff, and such payment or payments or the proceeds of such enforcement or set-off setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a trustee, receiver or any other party under any bankruptcy law, any other state, provincial, territorial state or federal law, common law or any equitable cause, then, to the extent of such recovery, the obligation or part thereof originally intended to be satisfied, and all Liens, rights and remedies therefor or related thereto, shall be revived and continued in full force and effect as if such payment or payments had not been made or such enforcement or set-off setoff had not occurred.

Appears in 1 contract

Sources: Loan and Security Agreement (Horizon Pharma, Inc.)