Orange County NC Website
Browse       Search
zz <br />time the County is in default under the Support Agreement or this Agreement; and <br />(iii) no Bank shall ,exercise any right of setoff against the Company's <br />property without the prior agreement of a majority of Banks by Percentage Share. <br />(c) In pursuing any recovery or taking any action after an Event of Default, <br />each Bank shall act reasonably and with due regard for the interests of the County and the <br />other Banks; and each Bank shall act reasonably to coordinate its recovery efforts with <br />the efforts of the other Banks. <br />SECTION 7 <br />' ce a s <br />7.1. Amendme All modifications, consents, amendments or waivers of any <br />provisions of any Company Loan Document, or waiver or consent to any departure by the <br />Company therefrom, shall be effective only if the same shall be in writing and consented <br />to by the Banks holding more than a 65% Percentage Share and the Company, and then <br />shall be effective only in the specif c instance and for the purposes for which given, and <br />only if .communicated to all of the Banks; provided, however, that no modification, <br />consent, amendment or waiver which purports to change the terms of the Notes or the <br />Loan Commitments shall be effective unless approved in writing by all affected Banks. <br />7.2. Benefit;As~i~ This Agreement shall be binding upon and shall <br />inure to the benefit of the Banks and the Company and their respective successors and <br />assigns. Any Bank may assign its rights and obligations under this Agreement, in whole <br />or in part, to any other federally-'insured national bankang association or North Carolina <br />banking corporation, and any Bank making such assignment shall promptly notify the <br />Company of such assignment and provide the Company with evidence of the assignment <br />and the assignee's undertaking to comply with the requirements of this Agreement. The <br />Company may assign its rights and obligations under this Agreement, in whole only and <br />not in part, but only with the written consent of Banks holding more than a 65% <br />Percentage Share, which consent shall not be unreasonably withheld. <br />7.3. Confid 't~ Each Bank agrees to hold any confidential <br />inforinatian which it may receive from the Company pertaining to the Program Loans in <br />confidence, except for disclosure (a) to the other Banks, (b) to legal counsel, <br />accountants, and other professional advisors, (c) to regulatory officials, (d) as required <br />by law or legal process. ar in connection with any legal proceeding, or (e) to another <br />financial institution in connection with any disposition or proposed disposition of a <br />Bank's interests hereunder or under that Bank's Note. In all aspects of carrying out the <br />terms and purposes of this. Agreement, the Banks and the Company shall maintain the <br />