Common use of Right to Perform, Preserve and Protect Clause in Contracts

Right to Perform, Preserve and Protect. If any Loan Party fails to perform any obligation hereunder or under any other Loan Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Parties’ expense. Administrative Agent is further authorized by the Loan Parties and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (i) preserve or protect the business conducted by Loan Parties, the Collateral, or any portion thereof and/or (ii) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations. Each Loan Party hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12, in accordance with the provisions of Section 10.04.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 10.0411.6.

Right to Perform, Preserve and Protect. If any Loan Party fails to perform any obligation hereunder or under any other Loan Document, the Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Parties’ Borrower’s expense. The Administrative Agent is further authorized by the Loan Parties Borrower and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (i) preserve or protect the business conducted by Loan Parties, the Collateral, or any portion thereof Borrower and its Subsidiaries and the Collateral and/or (ii) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations. Each Loan Party The Borrower hereby agrees to reimburse the Administrative Agent on demand for any and all costs, liabilities and obligations incurred by the Administrative Agent pursuant to this Section 9.1210.12. Each Lender hereby agrees to indemnify the Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by the Administrative Agent pursuant to this Section 9.12, in accordance with the provisions of Section 10.0410.12.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Parties’ Borrower’s expense. Administrative Agent is further authorized by the Loan Parties Borrower and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (i) preserve or protect the business conducted by Loan PartiesBorrower, the Collateral, or any portion thereof and/or (ii) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1210.1314. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1210.14, in accordance with the provisions of Section 10.0410.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Credit Parties’ expense. Administrative If an Event of Default has occurred and is continuing, Agent is further authorized by the Loan Credit Parties and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan the Credit Parties, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Credit Party hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 13.14(a). Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 10.0411.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document (after giving effect to any cure periods provided for in this Agreement or such other Financing Document), Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all reasonable costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1213.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1213.14, in accordance with the provisions of Section 10.0413.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon Lenders to make expenditures from time to time following the occurrence and during the continuance of an Event of Default, make expenditures from time to time Default which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1210.8. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1210.8, in accordance with the provisions of Section 10.0410.3.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Parties’ Borrowers' expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all reasonable costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 10.0411.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Credit Parties’ expense. Administrative If an Event of Default has occurred and is continuing, Agent is further authorized by the Loan Credit Parties and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan the Credit Parties, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Credit Party hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and MidCap / Aspen Aerogels / Credit, Security and Guaranty Agreement obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 13.14(a). Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 10.0411.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (i) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof and/or (ii) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1210.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1210.14, in accordance with the provisions of Section 10.0410.6.

Right to Perform, Preserve and Protect. If any Loan Party fails to perform any obligation hereunder or under any other Loan Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Parties’ expense. Administrative Agent is further authorized by the Loan Parties and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (i) preserve or protect the business conducted by Loan Parties, the Collateral, or any portion thereof and/or (ii) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations. Each Loan Party hereby agrees to reimburse Administrative Agent on demand for any and all reasonable and documented costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12, in accordance with the provisions of Section 10.0410.03.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document (after giving effect to any cure periods provided for in this Agreement or such other Financing Document), Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1213.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1213.14, in accordance with the provisions of Section 10.0413.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Transaction Document, the Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Parties’ Borrower’s expense. The Administrative Agent is further authorized by the Loan Parties Borrower and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which the Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan Partiesthe Borrower, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Borrower Obligations. Each Loan Party The Borrower hereby agrees to reimburse the Administrative Agent on demand for any and all costs, liabilities and obligations incurred by the Administrative Agent pursuant to this Section 9.1211.17. Each Lender hereby agrees to indemnify the Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by the Administrative Agent pursuant to this Section 9.1211.17, in accordance with the provisions of Section 10.0411.06.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties ▇▇▇▇▇▇▇▇▇ and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 10.04.11.6. ​

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (ia) preserve or protect the Collateral or any portion thereof, (b) following the occurrence of an Event of Default or Default, preserve or protect the business conducted by Loan Parties, the Collateral, Borrowers or any portion thereof and/or (iic) following the occurrence of an Event of Default or Default, enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations. Each Loan Party Borrower hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs10.2, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12, in accordance together with interest thereon at the provisions of Section 10.04applicable default rate hereunder.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan DocumentFinancing Document and such performance is necessary or desirable to preserve or protect the Collateral, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan PartiesBorrowers’ reasonable expense. Administrative Agent is further authorized by the Loan Parties Borrowers and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgment, deems necessary or desirable to (i) preserve or protect the business conducted by Loan PartiesBorrowers, the Collateral, or any portion thereof and/or (ii) enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligationsthereof. Each Loan Party Borrowers hereby agrees agree to reimburse Administrative Agent on demand for any and all reasonable costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12Section. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all reasonable costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.12Section, in accordance with the provisions of Section 10.0411.6.

Right to Perform, Preserve and Protect. If any Loan Credit Party fails to perform any obligation hereunder or under any other Loan Financing Document, Administrative Agent itself may, but shall not be obligated to, cause such obligation to be performed at the Loan Credit Parties’ expense. Administrative Agent is further authorized by the Loan Credit Parties and the Lender Parties to, upon the occurrence and during the continuance of an Event of Default, Lenders to make expenditures from time to time which Administrative Agent, in its reasonable business judgmentPermitted Discretion, deems necessary or desirable to (ia) preserve or protect the business conducted by Loan Credit Parties, the Collateral, or any portion thereof thereof, and/or (iib) enhance the likelihood of, or maximize the amount of, repayment of the Loans Loan and other Obligations. Each Loan Credit Party hereby agrees to reimburse Administrative Agent on demand for any and all costs, liabilities and obligations incurred by Administrative MidCap / ATEC / Credit, Security and Guaranty Agreement Agent pursuant to this Section 9.1211.14. Each Lender hereby agrees to indemnify Administrative Agent upon demand for any and all costs, liabilities and obligations incurred by Administrative Agent pursuant to this Section 9.1211.14, in accordance with the provisions of Section 10.0411.6.