Default Exceeding 10% of Firm Shares or Option Shares Clause Samples
The "Default Exceeding 10% of Firm Shares or Option Shares" clause defines the consequences and procedures that apply if a party defaults on obligations involving more than 10% of the total firm shares or option shares in a transaction. In practice, this clause typically triggers specific remedies or actions, such as the right to terminate the agreement, demand compensation, or reallocate shares, if the default threshold is surpassed. Its core function is to protect parties from significant breaches by establishing clear thresholds and responses, thereby managing risk and ensuring that minor defaults do not trigger disproportionate consequences.
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Default Exceeding 10% of Firm Shares or Option Shares. In the event that the default addressed in Section 6.1 relates to more than 10% of the Firm Shares or Option Shares, you may in your discretion arrange for yourself or for another party or parties to purchase such Firm Shares or Option Shares to which such default relates on the terms contained herein. If, within one (1) Business Day after such default relating to more than 10% of the Firm Shares or Option Shares, you do not arrange for the purchase of such Firm Shares or Option Shares, then the Company shall be entitled to a further period of one (1) Business Day within which to procure another party or parties satisfactory to you to purchase said Firm Shares or Option Shares on such terms. In the event that neither you nor the Company arrange for the purchase of the Firm Shares or Option Shares to which a default relates as provided in this Section 6, this Agreement will automatically be terminated by you or the Company without liability on the part of the Company (except as provided in Sections 3.9 and 5 hereof) or the several Underwriters (except as provided in Section 5 hereof); provided, however, that if such default occurs with respect to the Option Shares, this Agreement will not terminate as to the Firm Shares; and provided, further, that nothing herein shall relieve a defaulting Underwriter of its liability, if any, to the other Underwriters and to the Company for damages occasioned by its default hereunder.
Default Exceeding 10% of Firm Shares or Option Shares. In the event that the default addressed in Section 6.1 hereof relates to more than 10% of the Public Securities that all Underwriters have agreed to purchase hereunder on the Closing Date or any Option Closing Date, as the case may be, the Representative may, in its discretion, arrange for itself or any other party or parties to purchase the Public Securities to which such default relates on the terms contained herein. If, within one Business Day after such default, the Representative does not arrange for the purchase of the Public Securities to which such default relates on the terms contained herein, then the Company shall be entitled to a further period of one Business Day within which to procure another party or parties satisfactory to the Representative to purchase the Public Securities to which such default relates on the terms contained herein. In the event that neither the Representative nor the Company arrange for the purchase of the Public Securities to which such default relates on the terms contained herein pursuant to this Section 6.2, this Agreement will automatically be terminated by the Representative or the Company without liability on the part of the Company (except as provided in Section 3.8 and Section 5 hereof) or the several Underwriters (except as provided in Section 5 hereof); provided, however, that if such default occurs with respect to any Option Shares, this Agreement will not terminate as to the Firm Shares; provided, further, however, that nothing herein shall relieve a defaulting Underwriter of its liability, if any, to the other Underwriters and to the Company for damages occasioned by its default hereunder.
Default Exceeding 10% of Firm Shares or Option Shares. If the aggregate number of Firm Shares or Option Shares, as the case may be, with respect to which such default shall occur exceeds 10% of the Firm Shares or Option Shares, as the case may be, covered hereby, the Company or the Representatives will have the right to terminate this Agreement without liability on the part of the non-defaulting Underwriters or of the Company except to the extent provided in Section 5 hereof.
Default Exceeding 10% of Firm Shares or Option Shares. In the event that the default addressed in Section 6.1 relates to more than 10% of the Firm Shares or the Option Shares, the Representative may in its discretion arrange for itself or for another party or parties to purchase such Firm Shares or such Option Shares to which such default relates on the terms contained herein. If, within one (1) Business Day after such default relating to more than 10% of the Firm Shares or the Option Shares, the Representative does not arrange for the purchase of such Firm Shares or the Option Shares, then the Company shall be entitled to a further period of one (1) Business Day within which to procure another party or parties satisfactory to the Representative to purchase said Firm Shares or said Option Shares on such terms. In the event that neither the Representative nor the Company arrange for the purchase of the Firm Shares or the Option Shares to which a default relates as provided in this Section 6, this Agreement will automatically be terminated without liability on the part of the Company (except as provided in Sections 3.10 and 5 hereof) or the several Underwriters (except as provided in Section 5); provided, however, that if such default occurs with respect to the Option Shares, this Agreement will not terminate as to the Firm Shares; and provided, further, that nothing herein shall relieve a defaulting Underwriter of its liability, if any, to the other Underwriters and to the Company for damages occasioned by its default hereunder.
Default Exceeding 10% of Firm Shares or Option Shares. If the total number of Defaulted Shares exceeds 10% of such total, the Representative may terminate this Agreement by notice to the Company, without liability of any party to any other party subject to certain provisions of this Agreement that shall at all times be effective and shall survive such termination.