Common use of Step-In Notice Clause in Contracts

Step-In Notice. Upon receipt by the Shipper of written notice (a “Step-in Notice”) from the Collateral Agent that an Actionable Default has occurred and is continuing, the Collateral Agent or its nominee shall be entitled to exercise any and all rights and obligations of the Carrier under the Assigned Agreements specified in the Step-in Notice in accordance with its terms, and the Shipper so notified shall comply with such notice in accordance with and subject to its obligations under each of the Assigned Agreements, in each case as if the Collateral Agent or its nominee was the Carrier. Without limiting the generality of the foregoing, the Collateral Agent, or its nominee shall have the full right and power to enforce directly against the Shipper (subject to the Shipper’s rights, remedies and defenses under the Assigned Agreements and to the terms hereof) all obligations of the Shipper under the Assigned Agreements and otherwise to exercise any and all rights and remedies thereunder and to make all demands and give all notices and make all requests required or permitted to be made by the Carrier under the Assigned Agreements, provided that no such actions shall be construed as an assumption by the Collateral Agent or its nominee of any of the Carrier obligations under the Assigned Agreements. The Carrier acknowledges and agrees to the foregoing and further acknowledges and agrees that, following the receipt by the Shipper of a notice described in this Section 4.4(b) from the Collateral Agent, the Shipper shall not incur liability to the Carrier in connection with actions contemplated in this Section 4.4(b). Notwithstanding any of the foregoing, any exercise of any material performance obligations of the Carrier under the Assigned Agreements may only be performed by a nominee which has the qualifications set forth in part (b) of the definition of Permitted Transferee.