RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument. b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies): (i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or (ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or (iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or (iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate. c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 2 contracts
Sources: Loan and Security Agreement (JetPay Corp), Loan and Security Agreement (Universal Business Payment Solutions Acquisition Corp)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender Administrative Agent and the Lenders under this Agreement or the Loan Documents (each of which is also then exercisable by LenderAdministrative Agent and the Lenders), or otherwise available at law Law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender Administrative Agent may, in its discretion, and at the request of the Required Lenders shall, cease making Advances hereunder, terminate the Loan and declare the Secured Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k8.1(l), (m) or (ln) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentSecured Obligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. (b) In addition to all other rights, options and remedies granted or available to Lender Administrative Agent and the Lenders under this Agreement or the Loan Documents (each of which is also then exercisable by LenderAdministrative Agent and the Lenders), or otherwise available at law Law or in equity, upon or at any time after the acceleration of the Secured Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender Administrative Agent may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender Administrative Agent may, in its discretion, and at the request of the Required Lenders shall, exercise all rights under the UCC and any other applicable law Law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
): (i) The the right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by LenderAdministrative Agent); or
(ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 2 contracts
Sources: Loan Agreement (Newtek Business Services Corp.), Loan and Security Agreement (Newtek Business Services Corp.)
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after 8.3.1 Upon the occurrence and during the continuance of an Event of Default Lender Default, the Noteholders holding greater than fifty percent (50%), voting together as a single class, in principal amount of the Notes may, in its discretionby notice to Borrower, declare the Obligations (entire unpaid principal amount of the Notes plus all interest accrued and unpaid thereon and all other than any Obligations arising amounts payable under an Interest Hedging Instrument) immediately this Agreement to be forthwith due and payable, whereupon the Notes, all without demand, notice, presentment or protest or further action of any kind such accrued interest and all such amounts shall become and be forthwith due and payable (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) unless there shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of have occurred an Event of Default under sub-Sections (other than the rights with respect to clause f) or (ivg) below of Section 8.1, in which Lender may exercise at any time after an Event of Default case all such amounts shall automatically become due and regardless of whether there is an accelerationpayable), Lender maywithout presentment, in its discretiondemand, exercise protest or further notice of any kind, all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after of which are hereby expressly waived by Borrower.
8.3.2 Upon the occurrence and during the continuance of an Event of Default, including the following each Noteholder may proceed to protect and enforce its rights and remedies (which list is given by way suit in equity, action at law and/or other appropriate proceeding either for specific performance of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession ofany covenant, send notices regarding and collect directly the Collateral, with provision or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated condition contained or incorporated by Lender); or
(ii) By its own means reference in this Agreement or with judicial assistance, enter any Borrower’s premises and take possession in aid of the Collateralexercise of any power granted in this Agreement.
8.3.3 Upon the occurrence and during the continuance of an Event of Default, if any Convertible Subordinated Notes are outstanding on such date, the Noteholders may elect to convert such Notes in accordance with Section 2.2 hereof.
8.3.4 If any Event of Default shall have occurred and be continuing, and whether or render it unusable, or dispose not the Noteholders shall have accelerated the maturity of the Collateral on such premises in compliance with subsection (e) belowNotes pursuant to sub-Section 8.3.1, without each Noteholder, if owed any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies amount with respect to the CollateralNotes may proceed to protect and enforce its rights by suit in equity, after action at law or other appropriate proceeding, whether for the occurrence specific performance of an Event any covenant or agreement contained in this Agreement and the other Subordinated Notes Documents or any instrument pursuant to which the Obligations to such Noteholder are evidenced, including to the extent permitted by Applicable Law by obtaining the ex parte appointment of Default hereunder. Lender a receiver, and, if such amount shall have no obligation become due, by declaration or otherwise, by proceeding to clean up enforce the payment thereof or prepare the Collateral for saleany other legal or equitable right of such Noteholder. If Lender sells No remedy herein conferred upon any Noteholder is intended to be exclusive of the Collateral upon credit, any other remedy and each Loan Party will only and every remedy shall be credited with payments actually made cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by the purchaser thereof, that are received by Lender. Lender may, in connection with statute or any sale other provision of the Collateral specifically disclaim any warranties of title or the likelaw.
Appears in 1 contract
Sources: Subordinated Convertible Note Purchase Agreement (Open Link Financial, Inc.)
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. d. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law Law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, cease making Advances hereunder, terminate the Loan and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k8.1(kl),(l) or (lm) or (n) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. (b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law Law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law Law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The the right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By by its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each require Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The take additional reserves against the Borrowing Base; or
(v) the right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law Law are inadequate.
c. Each (c) Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable lawLaw, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, terminate the Revolving Credit and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k8.1(i),(j) or (lk) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. c. In addition to all other rights, options and remedies granted or available to Lender, under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), upon or at any time after the occurrence and during the continuance of an Event of Default, Borrower shall be obligated to deliver and pledge to Lender, cash collateral in the amount of all outstanding Letters of Credit.
d. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration)Default, Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) . By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) . Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) . The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequatemodify the terms and conditions upon which Lender may be willing to consider making Advances under the Revolving Credit or to take additional reserves against the Revolving Credit.
c. Each e. Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan and Security Agreement (Colony Rih Holdings Inc)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender LENDER under this Agreement or the Loan Documents (each of which is also then exercisable by Lender)Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender or Unmatured Event of Default, LENDER may, in its discretion, declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment withhold or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender cease making Advances under the terms of any Interest Hedging InstrumentTotal Facility.
b. (b) In addition to all other rights, options and remedies granted or available to Lender LENDER under this Agreement or the Loan Documents (each of which is also then exercisable by LenderLENDER), or otherwise available at law or LENDER may, in equityits discretion, upon or at any time after the acceleration of occurrence and during the Obligations following the occurrence continuance of an Event of Default Default, terminate the Total Facility and accelerate the Acquisition Term Loan.
(c) In addition to all other than rights, options and remedies granted or available to LENDER under this Agreement or the rights with respect to clause Loan Documents (iv) below each of which Lender may exercise is also then exercisable by LENDER), LENDER may, upon or at any time after the occurrence and during the continuance of an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretionDefault, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The Subject to all applicable laws and regulations governing payment of Medicare and Medicaid receivables, the right to "take possession of, send notices regarding and collect directly possession" of the Collateral, and notify all Obligors of LENDER's security interest in the Collateral and require payment under the Accounts to be made directly to LENDER and LENDER may, in its own name or in the name of the applicable BORROWER, exercise all rights of a secured party with respect to the Collateral and collect, ▇▇▇ for and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to LENDER, in its sole and absolute discretion for any reason or without reason and LENDER may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to BORROWERS, or any Borrower of them, to an address designated by LenderLENDER); or
(ii) By its own means or with judicial assistanceRequire BORROWERS at BORROWERS' expense, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender LENDER at any place designated by LenderLENDER, which may include providing LENDER or any entity designated by LENDER with access (either remote or direct) to BORROWERS' information system for purposes of monitoring, posting payments and rebilling Accounts to the extent deemed desirable by LENDER in its sole discretion; or
(iviii) The right to enjoin reduce or modify the Revolving Loan Commitment, the Borrowing Base or any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequateportion thereof or the Advance Rates or to modify the terms and conditions upon which LENDER may be willing to consider making Advances under the Total Facility or to take additional reserves in the Borrowing Base for any reason.
c. Each Borrower (d) BORROWERS hereby agrees agree that a notice received by it them at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender LENDER without prior notice to such BorrowerBORROWERS. Each Loan Party BORROWER covenants and agrees not to interfere with or impose any obstacle to Lender’s LENDER's exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender Agent under this Agreement or the Loan Transaction Documents (each of which is also then exercisable by LenderAgent), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Agent may in its sole discretion, or at the direction of Required Lenders shall, withhold or cease making Advances.
b. In addition to all other rights, options and remedies granted or available to Agent under this Agreement or the Transaction Documents (each of which is also then exercisable by Agent), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, Agent may in its sole discretion, or at the direction of Required Lenders shall, terminate the Commitments under this Agreement and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. c. In addition to all other rights, options and remedies granted or available to Lender Agent under this Agreement or the Loan Transaction Documents (each of which is also then exercisable by LenderAgent), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender Agent may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender Agent may, in its sole discretion, or at the direction of Required Lenders shall, exercise all rights under the UCC Applicable Security Statute and any other applicable law or in equity, and under all Loan Transaction Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower Companies to an address designated by LenderAgent); or
(ii) . The right to, without notice to Companies, to notify any or all Account Debtors of the collateral assignment in favor of Agent and to direct such Account Debtors to make payment of all amounts due or to become due to Companies directly to Agent; or
iii. By its own means or with judicial assistance, enter any Borrower’s Companies’ premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower Companies shall not resist or interfere with such action; or
(iii) iv. Require each Borrower Companies at such Borrower’s Companies’ expense to assemble all or any part of anypartof the Collateral (other than real estate or fixtures) and make it available to Lender Agent at any place designated by LenderAgent; or
(iv) v. Require Companies at Companies’ expense to deliver original invoices, purchase order, and/or contracts to Agent at any place designated by Agent; or
vi. The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequatereduce or modify the Borrowing Base or to modify the terms and conditions upon which ▇▇▇▇▇▇▇ may be willing to consider making Advances or to take additional reserves against the Borrowing Base.
c. Each Borrower d. Companies hereby agrees agree that a notice received by it them at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender Agent without prior notice to such BorrowerCompanies. Each Loan Party covenants Companies covenant and agrees agree not to interfere with or impose any obstacle to LenderAgent’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender Agent shall have no obligation to clean up or prepare the Collateral for sale. If Lender Agent sells any of the Collateral upon credit, each Loan Party Companies will only be credited with payments actually made by the purchaser thereof, that are received by LenderAgent. Lender Agent may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Credit and Security Agreement
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, charge Borrower the Default Rate on all then outstanding or thereafter incurred Obligations and/or withhold or cease making Advances under the Credit Facility, unless such Default or Event of Default is cured to Lender’s satisfaction or waived in accordance herewith.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or Lender may, in equityits discretion, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretion, declare terminate the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind Credit Facility (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) 8.01(i), (j), (k), (l), (q), or (lu) hereof shall automatically cause an acceleration a termination of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentCredit Facility without notice or demand). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. (c) The Lender will be entitled to take any and all actions to enforce its claims against ▇▇▇▇▇▇▇▇ to recover the balance of the Indebtedness then due, including being entitled to pursue all remedies provided for by law, equity, or otherwise, and to exercise the warrants of attorney to confess judgment against Borrower contained in this Agreement or the other Loan Documents;
(d) The Lender will be entitled to take any and all actions permitted by this Agreement and the other Loan Documents, and/or by law, equity or otherwise;
(e) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equityLender may, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration)Default, Lender may, in its discretionwhile it exists, exercise all rights under the UCC and any other applicable law or in equity, by contract or otherwise, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The Subject to all applicable laws and regulations governing payment of Medicare and Medicaid receivables, the right to “take possession” of or foreclose on the Collateral (including removing from any premises at which same may be located any and all books and records, computers, electronic media and software programs associated with any Collateral (including electronic records, contracts and signatures pertaining thereto), documents, instruments and files, and any receptacles or cabinets containing same, relating to the Accounts) by any available judicial procedure, or without judicial process, and to enter any premises at which any Collateral may be located for the purpose of taking possession ofof or removing the same, send notices regarding and collect notify all Obligors of Lender’s security interest in the Collateral and require payment under the Accounts to be made directly to Lender and Lender may, in its own name or in the Collateralname of Borrower, exercise all rights of a secured party with respect to the Collateral and collect, sue for and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its sole and absolute discretion for any reason or without reason, and Lender may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or) and may use, at Borrower’s expense, such of Borrower’s personnel, supplies or space as may be necessary to manage such Accounts;
(ii) By its own means or with judicial assistanceThe right to require Borrower, enter any at Borrower’s premises and take possession of the Collateralexpense, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender, which may include providing Lender or any entity designated by Lender with access (either remote or direct) to Borrower’s information system for purposes of monitoring, posting payments and rebilling Accounts to the extent deemed desirable by Lender in its sole discretion;
(iii) The right to reduce or modify the Revolving Loan Commitment, Borrowing Base or any portion thereof or the Advance Rates or to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Credit Facility or to take additional reserves in the Borrowing Base for any reason; or
(iv) The right to enjoin sell, assign and deliver all or any violation part of Section 7.1the Collateral and any returned, it being agreed that reclaimed or repossessed merchandise, in the name of Borrower or Lender, or in the name of such other party as Lender may designate, with or without advertisement, at public or private sale, for cash, on credit or otherwise, at Lender’s remedies sole discretion, with or without warranties or representations (including warranties of title, possession, quiet enjoyment and the like), and upon such other terms and conditions as Lender in its sole discretion may deem advisable, and Lender may bid or become a purchaser at law are inadequateany such sale, free from any right of redemption, which right is hereby expressly waived by Borrower. If any Inventory and Equipment shall require rebuilding, repairing, maintenance or preparation, Lender shall have the right, at its sole discretion, to do such of the aforesaid as is necessary, for the purpose of putting the Inventory and Equipment in such saleable form as Lender shall deem appropriate.
c. Each (f) Borrower hereby agrees that a notice received by it at least seven ten (710) calendar days before the time of any intended public sale or of the time after which any private sale or other disposition Disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other dispositionDisposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender▇▇▇▇▇▇’s exercise of its rights and remedies in accordance with the terms of the Loan Documents or Applicable Law with respect to the Collateral.
(g) Lender is hereby granted, until the Obligations are paid in full and all obligations of Lender hereunder are terminated, a worldwide license to use, solely after the occurrence and during the continuance of an Event of Default hereunder. Lender shall have no obligation and without charge, all of Borrower’s labels, trademarks (and associated goodwill), copyrights, patents and advertising matter, and any other form of Intellectual Property, as they pertain to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender mayCollateral, in connection completing production of, advertising for sale and selling of any Collateral in accordance with any sale of the Collateral specifically disclaim any warranties of title terms thereof or the likeapplicable law.
Appears in 1 contract
Sources: Credit Agreement (Enzo Biochem Inc)
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, terminate the Revolving Credit and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) Obligations, immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging InstrumentObligations.
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) . By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) . Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) . The right to enjoin any violation of Section 7.1, it being agreed that Lender▇▇▇▇▇▇’s remedies at law are inadequate.
c. Each Borrower d. ▇▇▇▇▇▇▇▇ hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender▇▇▇▇▇▇’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time the occurrence and during the continuance of an Event of Default or Unmatured Event of Default, Lender may, in its discretion and without effecting the otherwise discretionary nature of the Credit Facility, withhold or cease making Advances under the Credit Facility.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or Lender may, in equityits discretion, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretion, declare terminate the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging InstrumentCredit Facility.
b. (c) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equityLender may, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretionDefault, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession of, send notices regarding and collect notify all Lessees of the Lender's security interest in the Collateral and require payment under the Leases to be made directly to Lender, and Lender may, in its own name or in the Collateralname of either Borrower, exercise all rights of lessor under the Leases and collect, ▇▇▇ for and receive payment on all Leases, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its sole and absolute discretion for any reason or without reason and Lender may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to any Borrower Borrowers, or either of them, to an address designated by Lender); or
(ii) By its own means or with judicial assistance, subject to the rights of the Lessees, enter any Borrower’s Borrowers' premises or location of Collateral and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower Borrowers shall not resist or interfere with such action; or
(iii) Require each Borrower Borrowers at such Borrower’s expense Borrowers' expense, subject to the rights of the Lessees, to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before reduce or modify the time of any intended public sale Maximum Credit Limit or of the time after Advance Rates or to modify the terms and conditions upon which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market Lender may be sold immediately by Lender without prior notice willing to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to consider making Advances under the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the likeCredit Facility.
Appears in 1 contract
Sources: Loan and Security Agreement (Bankvest Capital Corp)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default or Unmatured Event of Default, Lender may, in its reasonable discretion, withhold or cease making Advances.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or Lender may, in equityits reasonable discretion, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretion, declare terminate the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due Revolving Credit Facility and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging InstrumentTerm Loan Facility.
b. (c) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equityLender may, upon or at any time after the acceleration of occurrence and during the Obligations following the occurrence continuance of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretionDefault, exercise all rights under the UCC Uniform Commercial Code and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to “take possession of, send notices regarding and collect directly possession” of the Collateral, and notify all Account Debtors of Lender’s security interest in the Accounts and require payment under the Accounts to be made directly to Lender and Lender may, in its own name or in the name of the Borrowers, exercise all rights of a secured party with respect to the Collateral and collect, ▇▇▇ for and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its reasonable discretion for any reason or without reason and Lender may do all of the foregoing with or without judicial process (including including, without limitation the right to notify limitation, notifying the United States postal authorities to redirect mail addressed to any Borrower Borrowers, to an address designated by Lender); or
(ii) By its own means or with judicial assistanceRequire Borrowers, enter any Borrower’s premises and take possession of the Collateralat Borrowers’ expense, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iviii) The right to enjoin any violation of Section 7.1reduce or modify the Revolving Credit Commitment or Term Loan Commitment, it being agreed that Lender’s remedies at law are inadequateor to modify the terms and conditions upon which Lender may be willing to consider making Advances.
c. Each Borrower (d) Borrowers hereby agrees agree that a notice received by it them at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such BorrowerBorrowers. Each Loan Party covenants Borrowers covenant and agrees agree not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Credit Agreement (Green Plains Renewable Energy, Inc.)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default or Unmatured Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Credit Facility.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or Lender may, in equityits discretion, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretion, declare terminate the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging InstrumentCredit Facility.
b. (c) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equityLender may, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretionDefault, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The Subject to all applicable laws and regulations governing payment of Medicare and Medicaid receivables, the right to “take possession of, send notices regarding and collect directly possession” of the Collateral, and notify all Obligors of Lender’s security interest in the Collateral and require payment under the Accounts to be made directly to Lender and Lender may, in its own name or in the name of the applicable Borrower, exercise all rights of a secured party with respect to the Collateral. and collect, ▇▇▇ for and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its sole and absolute discretion for any reason or without reason and Lender may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to Borrowers, or any Borrower of them, to an address designated by Lender); or
(ii) By its own means or with judicial assistanceRequire Borrowers at Borrowers’ expense, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender, which may include providing Lender or any entity designated by Lender with access (either remote or direct) to Borrowers’ information system for purposes of monitoring, posting payments and rebilling Accounts to the extent deemed desirable by Lender in its sole discretion; or
(iviii) The right to enjoin reduce or modify the Revolving Loan Commitment, Borrowing Base or any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequateportion thereof or the Advance Rates or to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Credit Facility or to take additional reserves in the Borrowing Base for any reason.
c. Each Borrower (d) Borrowers hereby agrees agree that a notice received by it them at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such BorrowerBorrowers. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan and Security Agreement (Healthessentials Solutions Inc)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) Upon the occurrence of a Default or an Event of Default, the Administrative Agent may, in its discretion, or shall, upon the direction of the Majority Lenders, withhold or cease making Advances under the Revolving Credit.
(b) In addition to all other rights, options and remedies granted or available to Lender the Administrative Agent under this Agreement or the other Loan Documents (each of which is also then exercisable by Lenderthe Administrative Agent), the Administrative Agent may, in its discretion, or otherwise available at law or in equityshall, upon or at any time after the direction of Majority Lenders, upon the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretionterminate the Revolving Credit, declare accelerate the Obligations (and exercise any rights and remedies available hereunder or under any of the other than any Obligations arising under an Interest Hedging Instrument) immediately due Loan Documents, at law or in equity to enforce the Lenders' and payablethe Administrative Agent's rights and collect the Obligations, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(ksubparagraphs (j), (k) or (l) of Section 8.1 above shall automatically cause an acceleration of the Obligations Obligations). Nevertheless, if at any time within sixty (60) days after acceleration of the Obligations, (i) the Borrower shall pay all accrued and unpaid interest and all payments on account of the principal Obligations, which shall have become due otherwise than by acceleration (with interest, to the extent permitted by law, on overdue interest, at the Alternate Base Rate) and all other fees or Expenses then owed hereunder and (ii) all Defaults and Events of Default (other than non-payment of principal of and accrued interest on the Advances and the Revolving Credit Notes due and payable solely by virtue of acceleration) shall be remedied or waived pursuant to Section 9.15, then the Super Majority Lenders, by written notice to the Borrower, may (in their absolute and sole discretion) rescind and annul the acceleration and its consequences; but such action shall not affect any Obligations arising subsequent Default or Event of Default or impair any right consequent thereto. The provisions of the immediately preceding sentence are intended merely to bind the Lenders to a decision that may be made at the election of the Lenders and are not intended in any manner or under an Interest Hedging Instrument). Nothing contained any circumstances whatsoever to benefit the Borrower or any of the Guarantors and do not grant in any manner or under any circumstances whatsoever the Borrower or any of the Guarantors the right to require the Lenders to rescind or annul any acceleration hereunder, even if the conditions set forth herein shall limit the rights of Lender under the terms of any Interest Hedging Instrumentare met.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following c) Upon the occurrence and during the continuance of an Event of Default (and in addition to all other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way available to the Administrative Agent, the Borrower shall, upon demand of example the Administrative Agent, be obligated to deliver and is not intended pledge to be an exhaustive list the Administrative Agent, on behalf of all such rights and remedies):
(i) The right to take possession ofLenders, send notices regarding and collect directly cash collateral in the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession amount of the Collateral, or render it unusable, or dispose all outstanding Letters of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequateCredit.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan Agreement (CSS Industries Inc)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender)Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default or Unmatured Event of Default, Lender may, in its discretion, declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment withhold or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrumentcease making Advances.
b. (b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender)Documents, or otherwise available at law or in equity, upon or at any time after the acceleration of occurrence and during the Obligations following the occurrence continuance of an Event of Default Default, Lender may, in its discretion, terminate any Facility or this Agreement.
(c) In addition to all other than rights, options and remedies granted or available to Lender under this Agreement or the rights with respect to clause (iv) below which Lender may exercise Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default and regardless of whether there is an acceleration)Default, Lender may, in its discretion, exercise all rights under the UCC Uniform Commercial Code and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to “take possession of, send notices regarding and collect directly possession” of the Collateral, and notify all Account Debtors of ▇▇▇▇▇▇’s security interest in the Accounts and require payment under the Accounts to be made directly to Lender and Lender may, in its own name or in the name of Borrower, exercise all rights of a secured party with respect to the Collateral and collect, sue for and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its discretion for any reason or without reason and Lender may do all of the foregoing with or without judicial process (including including, without limitation the right to notify limitation, notifying the United States postal authorities to redirect mail addressed to any Borrower Borrower, to an address designated by Lender); or
(ii) By its own means or with judicial assistanceRequire Borrower, enter any at Borrower’s premises and take possession of the Collateralexpense, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iviii) The right to enjoin any violation of Section 7.1reduce or modify the Credit Commitments, it being agreed that Lender’s remedies at law are inadequateor to modify the terms and conditions upon which ▇▇▇▇▇▇ may be willing to consider making Advances.
c. Each Borrower (d) ▇▇▇▇▇▇▇▇ hereby agrees that a notice received by it at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender▇▇▇▇▇▇’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Credit Agreement (Benson Hill, Inc.)
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, terminate the Revolving Credit and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k8.1 (i), (j) or (lk) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. c. In addition to all other rights, options and remedies granted or available to Lender, under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), upon or at any time after the occurrence and during the continuance of an Event of Default, Borrower shall be obligated to deliver and pledge to Lender, cash collateral in the amount of all outstanding Letters of Credit.
d. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan and Security Agreement (American Technical Ceramics Corp)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender Agent or Lenders under this Agreement or the Loan Documents (each of which is also then exercisable by Lender)Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretionor any event which with the giving of notice or the passage of time, declare or both, would become an Event of Default, the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payableMajority Lenders shall have the option to instruct Agent to direct Lenders, all without demandto, notice, presentment withhold or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender cease making Advances under the terms of any Interest Hedging InstrumentRevolving Credit.
b. (b) In addition to all other rights, options and remedies granted or available to Lender Agent under this Agreement or the Loan Documents (each of which is also then exercisable by LenderAgent), Agent may, at the discretion of the Majority Lenders after the occurrence and during the continuance of an Event of Default, terminate the Credit Facility.
(c) In addition to all other rights, options and remedies granted or otherwise available at law to Agent, under this Agreement or in equitythe Loan Documents (each of which is also then exercisable by Agent), upon or at any time after the acceleration occurrence and during the continuance of an Event of Default Borrower shall be obligated to deliver and pledge to Agent, on behalf of all Lenders.
(d) In addition to all other rights, options and remedies granted or available to Agent under this Agreement or the Loan Documents (each of which is also then exercisable by Agent), Agent may, at the discretion of the Obligations Majority Lenders, upon or at any time following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, terminate the Revolving Credit and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) ), immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument).
b. (c) In addition to all other rights, options and remedies granted or available to Lender, under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), upon or at any time after the occurrence and during the continuance of an Event of Default, Borrower shall be obligated to deliver and pledge to Lender, cash collateral in the amount of all outstanding Letters of Credit.
(d) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter any Borrower’s 's premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s 's expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Revolving Credit or to take reserves against the Revolving Credit; or
(v) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each (e) Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s 's exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan and Security Agreement (Lakeland Industries Inc)
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, terminate this Agreement.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, declare the principal amount of and interest on the Loan and all other Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrumentkind.
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration)Default, Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The i. the right to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Loan or to take reserves against the Loan;
ii. the right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); orand
(ii) By iii. by its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) belowpremises, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each d. Borrower hereby agrees that a notice received by it at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
e. Lender shall have the right to become the purchaser at any public sale made pursuant to the provisions of this Section, and shall have the right to credit against the amount of the bid made therefor the amount payable to Lender out of the net proceeds of such sale. For the purpose of determining the rights to any purchaser therein, recitals contained in any conveyance to any purchaser at any sale made hereunder shall conclusively establish the truth and accuracy of the matters therein stated, including, without limitation, nonpayment of the Obligations and advertisement and conduct of such sale in the manner provided herein, Borrower hereby ratifies and confirms all legal acts that Lender may do in carrying out the provisions of this Agreement.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender LENDER under this Agreement or the Loan Documents (each of which is also then exercisable by Lender)Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender or Unmatured Event of Default, LENDER may, in its discretion, declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment withhold or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender cease making Advances under the terms of any Interest Hedging InstrumentTotal Facility.
b. (b) In addition to all other rights, options and remedies granted or available to Lender LENDER under this Agreement or the Loan Documents (each of which is also then exercisable by LenderLENDER), or otherwise available at law or LENDER may, in equityits discretion, upon or at any time after the acceleration of occurrence and during the Obligations following the occurrence continuance of an Event of Default Default, terminate the Total Facility and accelerate the Term Loan.
(c) In addition to all other than rights, options and remedies granted or available to LENDER under this Agreement or the rights with respect to clause Loan Documents (iv) below each of which Lender may exercise is also then exercisable by LENDER), LENDER may, upon or at any time after the occurrence and during the continuance of an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretionDefault, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The Subject to all applicable laws and regulations governing payment of Medicare and Medicaid receivables, the right to "take possession of, send notices regarding and collect directly possession" of the Collateral, and notify all Obligors of LENDER's security interest in the Collateral and require payment under the Accounts to be made directly to LENDER and LENDER may, in its own name or in the name of the applicable BORROWER, exercise all rights of a secured party with respect to the Collateral and collect, sue for and receive payment on all Accounts, and settle, compromise ▇▇▇ adjust the same on any terms as may be satisfactory to LENDER, in its sole and absolute discretion for any reason or without reason and LENDER may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to BORROWERS, or any Borrower of them, to an address designated by LenderLENDER); or
(ii) By its own means or with judicial assistanceRequire BORROWERS at BORROWERS' expense, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender LENDER at any place designated by LenderLENDER, which may include providing LENDER or any entity designated by LENDER with access (either remote or direct) to BORROWERS' information system for purposes of monitoring, posting payments and rebilling Accounts to the extent deemed desirable by LENDER in its sole discretion; or
(iviii) The right to enjoin reduce or modify the Revolving Loan Commitment, the Borrowing Base or any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequateportion thereof or the Advance Rates or to modify the terms and conditions upon which LENDER may be willing to consider making Advances under the Total Facility or to take additional reserves in the Borrowing Base for any reason.
c. Each Borrower (d) BORROWERS hereby agrees agree that a notice received by it them at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender LENDER without prior notice to such BorrowerBORROWERS. Each Loan Party BORROWER covenants and agrees not to interfere with or impose any obstacle to Lender’s LENDER's exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately accelerated, due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence but if any Event of any of the events or conditions set forth Default described in Sections 8.1(j),(kSection 8.1(f) or (lSection 8.1(g) shall automatically cause an acceleration of the occurs, all Obligations (other than are immediately accelerated, due and payable without any Obligations arising under an Interest Hedging Instrumentaction by L▇▇▇▇▇). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence and during the continuance of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after while an Event of Default exists and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) . By its own means or with judicial assistance, enter any BorrowerB▇▇▇▇▇▇▇’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) belowthe UCC, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble . Sell, lease or otherwise dispose of any or all or any part of the Collateral in a commercially reasonable manner at public or private sale with notice to Borrower (other than real estate the parties agreeing that thirty (30) days’ prior written notice shall constitute adequate notice of such sale) at such price as it may deem best, for cash, credit, or fixtures) otherwise, with the right of Lender to purchase and make it available apply the Proceeds to Lender at the Obligations (with any place designated by Lender; orexcess being refunded to Borrower).
(iv) . The right to enjoin any violation of Section 7.1, it being agreed that LenderL▇▇▇▇▇’s remedies at law are inadequate.
c. Each In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, notwithstanding anything to the contrary in the Borrower hereby agrees Operating Agreement, at any time following the occurrence and during the continuance of an Event of Default that has been continuing for a notice received period of ten (10) or more Business Days, then Lender may, in its discretion require that it be appointed as “Manager” (as defined in the Borrower Operating Agreement) under the Borrower Operating Agreement. Upon such election by it at least seven L▇▇▇▇▇ described in the prior sentence, then (7i) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to Borrower Operating Agreement shall be made, and shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens amended to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to reflect the Lender’s appointment as “Manager” (as defined in the Borrower Operating Agreement) under the Borrower Operating Agreement, and (ii) the Borrower shall promptly take any and all actions reasonably requested by L▇▇▇▇▇ to further reflect and evidence such appointment. In addition, Borrower shall be liable for any and all unpaid additional sums due hereunder before, after or during the exercise of its rights any of the foregoing remedies; for all reasonable and documented out-of-pocket legal fees and other reasonable and documented out-of-pocket costs and expenses incurred by reason of any Default or of the exercise of L▇▇▇▇▇’s remedies with respect thereto. No remedy referred to in this Section is intended to be exclusive, but each shall be cumulative, and shall be in addition to any other remedy referred to above or otherwise available at law or in equity, and may be exercised concurrently or separately from time to time. Borrower hereby waives any and all existing or future claims to any offset against the Collateral, after sums due hereunder and agrees to make the occurrence payments regardless of an Event of Default hereunder. Lender shall have no obligation to clean up any offset or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only claim which may be credited with payments actually made asserted by the purchaser thereof, that are received by Lender. Lender may, Borrower or on its behalf in connection with any sale of the Collateral specifically disclaim any warranties of title or the likethis Agreement.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, terminate this Agreement.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, declare the principal amount of and interest on the Loan and all other Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrumentkind.
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration)Default, Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The i. the right to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Loan or to take reserves against the Loan;
ii. the right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); orand
(ii) By iii. by its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) belowpremises, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or..
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each d. Borrower hereby agrees that a notice received by it at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
e. Lender shall have the right to become the purchaser at any public sale made pursuant to the provisions of this Section, and shall have the right to credit against the amount of the bid made therefor the amount payable to Lender out of the net proceeds of such sale. For the purpose of determining the rights to any purchaser therein, recitals contained in any conveyance to any purchaser at any sale made hereunder shall conclusively establish the truth and accuracy of the matters therein stated, including, without limitation, nonpayment of the Obligations and advertisement and conduct of such sale in the manner provided herein, Borrower hereby ratifies and confirms all legal acts that Lender may do in carrying out the provisions of this Agreement.
Appears in 1 contract
Sources: Loan and Security Agreement (Innovive Pharmaceuticals, Inc.)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, cease making Advances hereunder, terminate the Loan and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k8.1(k),(l) or (lm) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. (b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The the right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By by its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each require Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The take additional reserves against the Borrowing Base; or
(v) the right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each (c) Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan and Security Agreement (Newtek Business Services Inc)
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, charge Borrower the Default Rate on all then outstanding or thereafter incurred Obligations and/or withhold or cease making Advances under the Credit Facility, unless such Default or Event of Default is cured to Lender’s satisfaction or waived in accordance herewith.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or Lender may, in equityits discretion, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretion, declare terminate the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind Credit Facility (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) 8.01(i), (j), (k), (l), (q), or (lu) hereof shall automatically cause an acceleration a termination of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentCredit Facility without notice or demand). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. (c) Lender will be entitled to take any and all actions to enforce its claims against Borrower to recover the balance of the Indebtedness then due, including being entitled to pursue all remedies provided for by law, equity, or otherwise, and to exercise the warrants of attorney to confess judgment against Borrower contained in this Agreement or the other Loan Documents;
(d) Lender will be entitled to take any and all actions permitted by this Agreement and the other Loan Documents, and/or by law, equity or otherwise;
(e) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equityLender may, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration)Default, Lender may, in its discretionwhile it exists, exercise all rights under the UCC and any other applicable law or in equity, by contract or otherwise, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The Subject to all applicable laws and regulations governing payment of Medicare and Medicaid receivables, the right to “take possession” of or foreclose on the Collateral (including removing from any premises at which same may be located any and all books and records, computers, electronic media and software programs associated with any Collateral (including electronic records, contracts and signatures pertaining thereto), documents, instruments and files, and any receptacles or cabinets containing same, relating to the Accounts) by any available judicial procedure, or without judicial process, and to enter any premises at which any Collateral may be located for the purpose of taking possession ofof or removing the same, send notices regarding and collect notify all Obligors of Lender’s security interest in the Collateral and require payment under the Accounts to be made directly to Lender and Lender may, in its own name or in the Collateralname of Borrower, exercise all rights of a secured party with respect to the Collateral and collect, s▇▇ for and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its sole and absolute discretion for any reason or without reason, and Lender may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or) and may use, at Borrower’s expense, such of Borrower’s personnel, supplies or space as may be necessary to manage such Accounts;
(ii) By its own means or with judicial assistanceThe right to require Borrower, enter any at Borrower’s premises and take possession of the Collateralexpense, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender, which may include providing Lender or any entity designated by Lender with access (either remote or direct) to Borrower’s information system for purposes of monitoring, posting payments and rebilling Accounts to the extent deemed desirable by Lender in its sole discretion;
(iii) The right to reduce or modify the Revolving Loan Commitment, Borrowing Base or any portion thereof or the Advance Rates or to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Credit Facility or to take additional reserves in the Borrowing Base for any reason; or
(iv) The right to enjoin sell, assign and deliver all or any violation part of Section 7.1the Collateral and any returned, it being agreed that reclaimed or repossessed merchandise, in the name of Borrower or Lender, or in the name of such other party as Lender may designate, with or without advertisement, at public or private sale, for cash, on credit or otherwise, at Lender’s remedies sole discretion, with or without warranties or representations (including warranties of title, possession, quiet enjoyment and the like), and upon such other terms and conditions as Lender in its sole discretion may deem advisable, and Lender may bid or become a purchaser at law are inadequateany such sale, free from any right of redemption, which right is hereby expressly waived by Borrower. If any Inventory and Equipment shall require rebuilding, repairing, maintenance or preparation, Lender shall have the right, at its sole discretion, to do such of the aforesaid as is necessary, for the purpose of putting the Inventory and Equipment in such saleable form as Lender shall deem appropriate.
c. Each (f) Borrower hereby agrees that a notice received by it at least seven ten (710) calendar days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral.
(g) Lender is hereby granted, until the Obligations are paid in full and all obligations of Lender hereunder are terminated, a worldwide license to use, after the occurrence and during the continuance of an Event of Default hereunder. Lender shall have no obligation and without charge, all of Borrower’s labels, trademarks (and associated goodwill), copyrights, patents and advertising matter, and any other form of Intellectual Property, as they pertain to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender mayCollateral, in connection with completing production of, advertising for sale and selling of any sale of the Collateral specifically disclaim any warranties of title or the likeCollateral.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. (a) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default or Unmatured Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Credit Facility.
(b) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or Lender may, in equityits discretion, upon or at any time after the occurrence and during the continuance of an Event of Default Lender mayDefault, in its discretion, declare terminate the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging InstrumentCredit Facility.
b. (c) In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equityLender may, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretionDefault, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession of, send notices regarding and collect directly of the Collateral, and notify all Obligors of Lender's security interest in the Collateral and require payment under Accounts to be made directly to Lender and Lender may, in its own name or in the name of either Borrower, exercise all rights of a secured party with respect to the Collateral and collect, sue ▇▇▇ and receive payment on all Accounts, and settle, compromise and adjust the same on any terms as may be satisfactory to Lender, in its sole and absolute discretion for any reason or without reason and Lender may do all of the foregoing with or without judicial process (including without limitation the right to notify notifying the United States postal authorities to redirect mail addressed to any either Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter Require any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense Borrowers' expense, to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by LenderLender which may include providing Lender or any entity designated by Lender with access (either remote or direct) to any Borrower's information system for purposes of monitoring, posting payments and rebilling Accounts to the extent deemed desirable by Lender in its sole discretion; or
(iviii) The right to enjoin reduce or modify the Revolving Loan Commitment, Borrowing Base or any violation of Section 7.1portion thereof or the Advance Rates or to modify the terms and conditions upon which Lender, it being agreed that Lender’s remedies at law are inadequatemay be willing to consider making Advances under the Credit Facility or to take additional reserves in the Borrowing Base for any reason.
c. Each Borrower (d) Borrowers hereby agrees agree that a notice received by it either of them at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such BorrowerBorrowers. Each Loan Party covenants Borrowers covenant and agrees agree not to interfere with or impose any obstacle to Lender’s 's exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
Appears in 1 contract
Sources: Loan and Security Agreement (Staff Builders Inc /De/)
RIGHTS AND REMEDIES ON DEFAULT. a. In ▇. ▇▇ addition to all other rights, options and remedies granted or available to Lender FGI under this Agreement or the Loan other Transaction Documents (each of which is also then exercisable by LenderFGI), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, FGI may in its sole discretion cease purchasing Accounts from Seller and otherwise withhold or cease making other Advances.
▇. ▇▇ addition to all other rights, options and remedies granted or available to FGI under this Agreement or the Transaction Documents (each of which is also then exercisable by FGI), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, FGI may in its discretion, sole discretion terminate the commitments of FGI under this Agreement and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. In ▇. ▇▇ addition to all other rights, options and remedies granted or available to Lender FGI under this Agreement or the Loan Transaction Documents (each of which is also then exercisable by LenderFGI), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender FGI may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender FGI may, in its sole discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Transaction Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower Seller to an address designated by LenderFGI); or
(ii) By ▇▇. ▇▇ its own means or with judicial assistance, enter any BorrowerSeller’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower Seller shall not resist or interfere with such action; or
(iii) . Require each Borrower Seller at such BorrowerSeller’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender FGI at any place designated by LenderFGI;
iv. The right to modify the terms and conditions upon which FGI may be willing to consider making Advances or to take additional reserves; or
(iv) The right to enjoin v. Freeze, debit and/or effect a set-off against any violation of Section 7.1fund or account Seller may maintain with any bank, it being agreed that Lender’s remedies at law are inadequatetrust company, credit union, savings and loan association, other financial institution or like organization.
c. Each Borrower d. Seller hereby agrees that a notice received by it at least seven ten (710) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory Inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender FGI without prior notice to such BorrowerSeller. Each Loan Party Seller covenants and agrees not to interfere with or impose any obstacle to LenderFGI’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender FGI shall have no obligation to clean up or prepare the Collateral for sale. If Lender FGI sells any of the Collateral upon credit, each Loan Party Seller will only be credited with payments actually made by the purchaser thereof, that are received by LenderFGI. Lender FGI may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
▇. ▇▇ the event FGI deems it necessary to seek equitable relief, including injunctive or receivership remedies, Seller waives any requirement that FGI post or otherwise obtain or procure any bond. Alternatively, in the event FGI, in its sole and exclusive discretion, desires to procure and post a bond, FGI may procure and file with the court a bond in an amount up to and not greater than $10,000 (or the equivalent thereof in any currency) notwithstanding any common or statutory law requirement to the contrary. Upon FGI’s posting of such bond it shall be entitled to all benefits as if such bond was posted in compliance with applicable law. Seller also waives any right it may be entitled to, including an award of attorney’s fees or costs, in the event any equitable relief sought by and awarded to FGI is thereafter, for whatever reason, vacated, dissolved or reversed. All post-judgment interest shall bear interest at the greater of the contract rate and 18% per annum.
Appears in 1 contract
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit Facility and the Guidance Line Facility.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents, or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, terminate the Revolving Credit Facility and the Guidance Line Facility and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) Obligations, immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging InstrumentObligations.
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender)Documents, or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i1) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) i. By its own means or with judicial assistance, enter any Borrower’s 's premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) ii. Require each Borrower at such Borrower’s 's expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) iii. The right to enjoin any violation of Section 7.1, it being agreed that Lender’s 's remedies at law are inadequate.
c. Each d. Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s 's exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
e. The purchase money proceeds or avails of any sale made under or by virtue of this Article 8, together with any other sums which then may be held by Lender under this Loan Agreement, whether under the provisions of this Article 8 or otherwise, shall be applied as follows:
i. First: To the payment of all Lender Expenses, including without limitation, the costs and expenses of such sale, including, but not limited to, the reasonable compensation to Lender its agents and counsel, and any sums that may be due under and/or pursuant to any statute, rule, regulation and/or law which imposes any tax, charge, fee and/or levy in connection with and/or arising from the exercise of any right and/or remedy under this Loan Agreement or the requirement that any sum be paid in order to record and/or file any deed, instrument of transfer or other such document in connection with any such sale and of any judicial proceedings wherein the same may be made, and of all expenses, liabilities and advances made or incurred by Lender under this Loan Agreement, together with interest at the Default Rate on all advances made by Lender.
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RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Default, Lender may, in its discretion, terminate the Revolving Credit and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) 8.1(i), (j), or (lk) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging InstrumentObligations). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument.
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (ivi) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights with respect to the collateral under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) The right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
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Sources: Revolving Loan Agreement (Harris & Harris Group Inc /Ny/)
RIGHTS AND REMEDIES ON DEFAULT. a. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of a Default or an Event of Default, Lender may, in its discretion, withhold or cease making Advances under the Revolving Credit.
b. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the occurrence and during the continuance of an Event of Default Lender may, in its discretion, terminate the Revolving Credit and declare the Obligations (other than any Obligations arising under an Interest Hedging Instrument) ), immediately due and payable, all without demand, notice, presentment or protest or further action of any kind (it also being understood that the occurrence of any of the events or conditions set forth in Sections 8.1(j),(k) or (l) shall automatically cause an acceleration of the Obligations (other than any Obligations arising under an Interest Hedging Instrument). Nothing contained herein shall limit the rights of Lender under the terms of any Interest Hedging Instrument).
b. c. In addition to all other rights, options and remedies granted or available to Lender under this Agreement or the Loan Documents (each of which is also then exercisable by Lender), or otherwise available at law or in equity, upon or at any time after the acceleration of the Obligations following the occurrence of an Event of Default (other than the rights with respect to clause (iv) below which Lender may exercise at any time after an Event of Default and regardless of whether there is an acceleration), Lender may, in its discretion, exercise all rights under the UCC and any other applicable law or in equity, and under all Loan Documents permitted to be exercised after the occurrence of an Event of Default, including the following rights and remedies (which list is given by way of example and is not intended to be an exhaustive list of all such rights and remedies):
(i) i. The right to take possession of, send notices regarding and collect directly the Collateral, with or without judicial process (including without limitation the right to notify the United States postal authorities to redirect mail addressed to any Borrower to an address designated by Lender); or
(ii) . By its own means or with judicial assistance, enter any Borrower’s premises and take possession of the Collateral, or render it unusable, or dispose of the Collateral on such premises in compliance with subsection (e) below, without any liability for rent, storage, utilities or other sums, and such Borrower shall not resist or interfere with such action; or
(iii) . Require each Borrower at such Borrower’s expense to assemble all or any part of the Collateral (other than real estate or fixtures) and make it available to Lender at any place designated by Lender; or
(iv) . The right to modify the terms and conditions upon which Lender may be willing to consider making Advances under the Revolving Credit or to take reserves against the Revolving Credit; or
v. To the extent permitted by applicable law, the right to enjoin any violation of Section 7.1, it being agreed that Lender’s remedies at law are inadequate.
c. Each d. Borrower hereby agrees that a notice received by it at least seven (7) days before the time of any intended public sale or of the time after which any private sale or other disposition of the Collateral is to be made, shall be deemed to be reasonable notice of such sale or other disposition. If permitted by applicable law, any perishable inventory or Collateral which threatens to speedily decline in value or which is sold on a recognized market may be sold immediately by Lender without prior notice to such Borrower. Each Loan Party Borrower covenants and agrees not to interfere with or impose any obstacle to Lender’s exercise of its rights and remedies with respect to the Collateral, after the occurrence of an Event of Default hereunder. Lender shall have no obligation to clean up or prepare the Collateral for sale. If Lender sells any of the Collateral upon credit, each Loan Party Borrower will only be credited with payments actually made by the purchaser thereof, that are received by Lender. Lender may, in connection with any sale of the Collateral specifically disclaim any warranties of title or the like.
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